Bitten by Truth
by Lupinsboggart
Summary: During their fifth year at Hogwarts, Remus decided very quickly that he would put as much distance as he could between himself and Lily Evans, for she truly annoyed him. However, a trip to Diagon Alley seems to change that and the two become friends, or perhaps even more? Remus/Lily. Work in progress.
1. Diagon Alley

It took him days to convince his mum not to accompany him to Diagon Alley this year. Normally, Remus would not have minded but she had been particularly annoying this summer. He knew she meant well, but her constant hovering was driving him mad. The chance to escape came up every now and again when he was invited to one of the other Marauders' house for dinner or to cause havoc upon their family. It was a good time, but now he wished to be alone. He even took the muggle way of underground transportation to ensure he spent enough time with his thoughts.

As he emerged from the tunnel, he was welcomed with rain splashing upon the ground. He chuckled to himself as he remembered the argument he had with his mother earlier that morning. She insisted that he bring a jacket or an umbrella to protect him from the rain the delectable weatherman on the tele predicted. He argued and argued, complaining that even if it did rain, it'd be too hot for long sleeves. He was glad she wasn't here to gloat.

The summer drizzle continued to dampen his clothes as he made his way down the busy London street. The Muggles were scurrying about, trying to make it to their office buildings before their boss counted of every second of tardiness. He watched them rush past him as though he was merely an obstacle that prevented them from their destination. One of them bolted right into him, causing him to fly forward without a hope to regain his balance.

"I'm so sorry, sir!" the culprit shrieked. The voice belonged to a female, and Remus had a feeling he knew who it belonged to.

He turned to face the clumsy suspect and discovered the was in fact correct in guessing that Lily Evans had nearly knocked him to the ground.

"Remus?" she gasped in disbelief. She stood before him with a newspaper hovering over her head in a pathetic attempt to protect her lengthy red hair. She had no coat, or barely a shirt for that matter. Dressed in summer clothes that left her shoulders and knees bare, she was almost drenched from the light rain that sprinkled upon them.

"I wasn't watching where I was going," she continued. "Sorry about that."

"Don't worry about it," he said dismissively. "You should probably run on. Your newspaper is going to be too wet to do you any good."

Looking at the shield she held above her head, Lily lightly tugged it, causing it to rip cleanly in half. She quickly crumbled it up in her hand. "Too bad we can't do magic outside of school just yet," she frowned. "Only one more year."

Remus nodded in agreement. He didn't have much to say, so he continued to walk towards the shabby inn. Silently, Lily stayed beside him, covering her pale arms with her hands. He had never seen Lily in Muggle clothing. At least, none this revealing. Her blue tank top and matching shorts showed her womanly figure that usually hid beneath her baggy robes. Remus never looked at her in that sort of light, but with her wet clothes clinging to every curve of her body, it was hard not to notice.

Remus felt guilty as an unusally large raindrop pelted his head. The rain began to pick up and The Leaky Cauldron remained a few blocks ahead of them.

He removed his jacket and handed it to her. As he expected, she began to protest, saying that he would be soaked without it. He argued, pointing out that they were both going to be drenched if they stood there any longer. She wrapped herself in the slightly overlarged grey hoodie and they both took off running, carefully this time, at full speed down the street.

When they stepped inside, Remus nodded toward the first wizard he saw and asked for a helping hand. Without a second glance, the old bloke flicked his wand at the two Gryffindors, instantly drying their clothes.

"Here for school supplies?" Remus guessed, taking a seat at an empty table. Lily stood by the empty chair across from him and nodded. Remus received his supply list the previous day. Itching to get out of the house, he took the first train to London. It seemed Lily had the same idea.

He invited her to sit with him and join him for breakfast if she wished. She thought about it for a moment and eventually sat down. She pulled off his jacket and placed it on the back of her chair.

Remus kept his eyes on the menu that hovered above the bar. In truth, it felt weird sitting with Lily. They had been alone together before, sure, but she had a bad habit of irritating Remus more than anyone else at school.

Last year was their first year as Prefects. When Remus discovered who his partner was, he wasn't shocked. Nor was he shocked when James demanded he spend every waking moment he had alone with Lily to try and convince her to give James a chance. He knew it wasn't going to work, but he gave it a go anyway. Instantly, his suggestions were met with hostility and name calling. He promised to never speak of it again to her, but the subject quickly changed to demeaning Remus' taste in companions. He knew that she had no idea the true depth of his friendship with his fellow Marauders, but the constant nagging had brought him to wits end.

_Why do you associate with them? They're vile! You're not strict enough! Dumbledore made you a Prefect to keep your friends under control! You're abusing your authority y protecting them! You need to a firm hand with them, Lupin! Tell that cockroach Potter that if he ever does that again, I'll hex him into oblivion!_

It wouldn't have been so bad if she shook it up a little, but no. Remus got the same speech five times a day. Instead of listening to her, he kept his distance from her by requesting a new floor to patrol and avoided any situation in which he would be subject to her nagging. He still got the "Do something!" when his friends did something that displeased the redhead, but he pretended not to notice her and went back to enjoying himself.

It was a bit uncomfortable to be sitting with her, knowing that he'd be getting the same lecture at any moment.

"Mum told me it was going to rain today," she said suddenly. "I didn't listen."

"I tried not to listen to my mum," he told her. "After the look she gave me, I knew she would have cast a permanent sticking charm on me if she had magic."

Lily raised her eyebrows quizzically. "Is your mum a Squib?"

"Muggle," Remus replied, deciding that a sausage croissant sounded the safest.

Lily smiled brightly. "That's really interesting! I know your father is a wizard. I've read some of his work that's been published."

Remus found this fact to be very uncomfortable and attempted to change the subject. "Yeah, that's dad. Have you decided on what to order? I'm thinking of a croissant."

Lily nodded thoughtfully, but decided to order a fruit cup instead. Remus went to the counter to order, and bought her a croissant anyway. When he returned to his seat, Lily went back to the subject of his parents.

"I've always found it so romantic when wizards and witches marry muggles," she informed him. "Especially these days when it's all about 'blood purity'."

He was debating on whether or not to tell her the story of how his parents met. It seemed to enchant all of his mum's girlfriends, and since he was at a loss for a good conversation topic he decided to tell her.

"Seems you already know that Dad works for the Ministry as a specialist in Non-Human Spirituous Apparitions," he began. "One night he was out investigating a nasty boggart that was hiding in this neighborhood forest. He heard a woman screaming her head off and found just what he was looking for. With a wave of his wand, he turned the boggart into a mushroom. He escorted the woman home and told her she'd be alright.

"He kept seeing her after that. He said she was whimsical and brilliant, but stayed cooped up in an office. He didn't like that she was wasted her days in box, so he showed her our world. Turns out she loved it just as much as he did. She wasn't afraid of it or thought it evil. She embraced it."

Lily was leaning towards him in interest with a large smile plastered on her face. "That's really romantic, actually."

Remus raised his eyebrow. "You sound surprised."

She shrugged. "I've just never heard anything like it. Sounds almost like it came straight out of a book."

If she was accusing him of anything, he didn't notice. Their chat was interrupted with the arrival of their food. Lily happily dug into her tiny fruit bowl that consisted of multicolored melons and berries. When the croissant was placed in front of her, she thought it was a mistake.

"It's for you," he said.

"But I said I didn't want one," she replied politely.

It was Remus' turn to shrug. "A dish that size isn't going to fill you up. Go on, eat!"

Lily thanked him and ate it without any further discussion on the topic. She did ask him why he wasn't accompanied by his friends. He ignored the bitterness in her voice and answered that he simply wanted to travel about the city without getting thrown out of every shop for setting off dungbombs. The subject quickly rounded to what he busied himself with over the summer. Again, he told her about the few adventures he shared with James, Sirius, and Peter, as well as the boring bits like reading and helping his mum around the house.

He left out the part where his parents had made try every experimental potion that was rumored to cure his Lycanthropy. As suspected, none worked or seemed to do anything besides humiliate him. He knew his parents meant well, but having them constantly 'find a cure' made it worse for him. He knew he was a creature of evil in the eyes of the world, but to be reminded by his own parents, to see their shame, it hurt him deeply.

Lily told him of the vacation to America she went on with her family. He never knew she had a sister. When he asked about her, he quickly found out why. She was a muggle and detested the magical world. This interested him more than the story of her father almost falling off of the Statue of Liberty. He wanted to ask how she managed to live with someone who hated everything she was, but he knew it would be too personal of a question.

When they finished their meal, Remus dusted off any lingering crumbs from his shirt and stood to his feet. "Well, Ms. Evans," he began. "I should be going."

"Mind if I join you?" she asked, copying his actions and standing before him. She grabbed his jacket and draped it over her arm. "I'm not meeting anyone either."

Remus thought about it for a moment. She didn't deliver her usual sermon which came as a relief to him. He saw no reason to tell her no and decided it would be funny to tell James that he spent the day shopping at Diagon Alley with _his_ beloved redhead. The thought brought a mischievous grin to his face.

"Sure, I don't see why not," he answered.

She smiled happily and slipped her arms back through his jacket. They exited the back door of the inn and stared at the brick wall before them. Lily asked to do the honors, and Remus watched as she tapped each brick in order, revealing a large archway. Together, they stepped through and entered Diagon Alley.

There had been a charm placed above them that protected them from the dropletts. Lily watched with an amazed smile as the rain slid down the invisible barrier. It had been a lot less crowded than Remus expected. Of course, it was really early in the morning on a week day. Most parents waited until the weekend to go to Diagon Alley as a sort of family field trip. There was a fair number of people out and about, and Remus prefered it that way.

First, they stopped at Gringotts so Lily could convert her muggle money to wizard currency. Remus was surprised to see that it wasn't much. Again, he did not ask and they made their way to the nearest shop, which happened to be the apothecary.

The smell was as wretched as ever. They quickly grabbed all of their supplies needed for potions class. Lily stood by a jar that held a pickled Puffskein and tapped the glass gingerly.

"I always wanted one of these," she said fondly. "They're so useless, but cute."

Remus joined her in admiring the spherical creature. "I had one for a while," he reminisced. "Named him 'Dot.'"

"Just got old in the end?" she asked, turning her attention to him.

"Yeah," he lied. It sounded a lot better than the truth. Poor Dot came lurking about the wrong room one night and got himself eaten. Remus cried for weeks. His first kill happened to be his best friend.

They paid for their goods and made their way down the street. Together they stopped in Scribbulus Writing Instruments and Magical Menangerie. To his surprise, he was actually having fun. Lily had a habit of not watching where she walked. Remus understood why. He watched as eyes swept the shelves in amazement. If he didn't know any better, he would have guessed it was her first time here. It was even better when she knocked over a stack of books, or ran into someone. He began to feel a bit guilty for wanting to blow her off earlier that morning, for she seemed totally different from the Lily who constantly harassed him about his choices. Much to Remus' surprise, she even played a prank on him, which ended in him hanging by his ankles from the large owl cage in Eeylops Owl Emporium.

She was certainly not the Lily he knew from Hogwarts. This Lily was funny and dare he say it, a bit carefree. Nothing like the stickler that took her form at school. She even shared some more information about her family with him. They sounded like nice people, but he noticed she mentioned very little of her sister, Petunia. Again, he refrained from asking and returned the favor by carefully reveling stories of his family and childhood to her. She seemed to hang on to his every word, and reply with 'I didn't know that about you'. 'How strange, I thought I was the only one.'

This was a revenge of sorts for Remus. A few weeks ago while Remus was in Potter's company, James smacked the bum of a rather good looking muggle girl. It woud have been fine if James didn't blame Remus for the crude encounter. Remus was met with a harsh slap across the face and was hit repeatedly with a handbag.

Remus could only imagine the look on James' face when he said he spent the day with Lily Evans. Of course, he would clarify that nothing particularly exciting happened. He'd never want to hurt James' feeling or give the impression that there was something going on between he and Lily. No, just a dose of jealousy to get him flustered would be enough for Remus. He couldn't wait to tell James what he discovered. He wouldn't believe it. Although, something inside him wanted to keep this Lily a secret.

Remus looked longingly at Gambol and Japes, the local joke shop. Lily rolled her eyes playfully at him and told him to go on without her. She needed to be fit for new robes and preferred if he found something else to do while he waited for her.

He stocked up on as many gags he could find useful for the upcoming school year. He knew that Peter, James, and Sirius would be doing the same, so he built his private arsenal with as much he could without breaking his budget. He didn't want to run out this year. Although, he didn't notice that Peter had been stealing some of his goods last term. The boys were known for being mischievous, and they never established a rule about not pranking each other. In fact, it was one of the highlights of their time together.

Remus was particularly proud of the hoax he played on Peter during his first year with the help of James. He discovered that Peter habitually napped in the forest before dinner. Remus thought it would be funny to transfigure a few twigs into large moths to attack Peter in his sleep. As soon as he caught sight of the evil butterflies of which he had a phobia, he began running around while wildly waving his arms in an attempt to beat them off. It wasn't much, but it had been the first time he mustered up enough courage to prank anyone, much less a friend. He had so few that he couldn't think of doing anything to chase them away. Although, after that little introduction, he liked the feeling of getting a good laugh. It took no time before he became the target of evil schemes.

Before Lily could scowl at him in disapproval, he stashed all the evidence in socks and pockets before he met her outside of Florish and Blotts. She met him after a while and the walked into the crowded shop. Lily was greeted by a number of Hogwarts students as they toured the shop. Remus saw few he recognized, but said nor received any welcome. Instead, he eyed his list and made his way around the store as Lily engaged in small talk with the people she knew. When she rejoined him, he handed her a pile of books he collected for her.

"Is there a single person in here you don't know?" he teased.

"There's nothing wrong with having a lot of friends, Remus," she said, looking at the cover of the books he handed her. "I'm afraid these are out of my budget," she sighed. "Going in for second hand this year."

Remus apologized, and put the brand-new books on the nearest shelf. Lily must have detected his embarrassment and played it off.

"That's why I came without Dad, actually," she said, flipping through a particularly tattered copy of _Advanced Spell: Grade 6_. "He'd have a heart attack if he saw the price of these now that's he trying to finance Petunia's wedding."

"You're sister is getting married?" he questioned.

"Within the year, she hopes," she answered dryly. "I've met him. Dull and ignorant. Makes Potter look like a real charmer."

Unaware that she looked at him during his eye roll, Lily apologized.

"Sorry," she said quietly. "I know he's your friend."

"No worries," he replied. "He can be a bit of a dunderhead."

Lily chuckled and left it at that. Remus followed her around as she collected her school books, taking notice that her stack was considerably larger than his.

"How many classes are you taking?" he asked, grabbing the book she added to her growing pile.

"Seven," she answered through a strained voiced.

Remus took her books off her hands, and piled them into his arms. "That means you don't have any free periods," he frowned.

Lily shot him a puzzled glance. "What would I need a free period for?"

He knew what he was going to use his free periods for, but knew that Lily would not approve of napping or relaxing during school hours. He replied with, "Studying, I guess, since you're taking so much."

Lily shrugged her shoulders. "I'll have the evenings and weekends. How many free periods do you have?"

Remus took a particular interest in her Ancient Runes text. "Three."

She gasped and smacked his shoulder forcefully. "Three? That means you're hardly getting class time!"

Remus smiled at her, but she only her shook head at him. "So lazy," she muttered.

"Hardly," he snorted. "That means I'm squashing all my classes in at once. Cramming is an art I have mastered along with procrastination."

Lily gave him another grim look. "They've been a bad influence on you."

"Look who's talking!" he returned, pointing at the salmon pink novel in her hand. "_Florence and The Warlock of Greenbriar_? What kind of smut have your roommates got you reading?"

Lily blushed furiously and slammed the book on top of the growing stack in his arms. "It's not for me, if you must know!" she replied hotly. "It's a thank you gift for Rachel!"

Remus flipped the book over with his nose and began to read aloud. "Florence seeks the calming isolation of the far away town of Greenbriar, where she meets a devastatingly handsome warlock. Nights are no longer lonely, passions are shared, and she believes to find her true love. But, is he who he claims to be? Explore this tale of love, lust, and loss to discover the truth yourself.' Merlin's leg hair, Lily!"

She kept her eyes on the shelves before her, pretending not to be embarrassed. "Like I said, it's not for me. It's for Rachel."

"So, Rachel, when did you start reading such filth?" he asked teasingly. It had been enough for Lily, who stomped on his foot.

"Oi!" he howled, rubbing his throbbing toes with the heel of his other foot. "No need to be violent."

"Rachel mailed me an unhealthy amount of sugar quills this summer. I thought I'd get her something she'd like in return," she said calmly, though her face still glowed red."I don't read those sort of books."

"I'd hope not," he laughed. "It's creepy."

Lily turned to him with a smirk and raised eyebrow. "How do you know what's in them?"

Remus smiled smugly at her. "Don't think you've outsmarted me. James' mother reads those novels. It so happened that one of the first times I slept over there, Sirius found Mrs. Potter's copy of _Secrets of McGormich Village. _Of course he opened it hastily after he saw how busty the witch on the front cover was," he began to laugh at the memory, causing Lily to chuckle with him. "James tried to get him to stop reading it aloud, but it was too funny. Siruis replaced the names with James' mum and dad. Took James ages to recover."

Lily laughed loudly, and Remus joined her in hysterics. They began to get curious glances shot at them from around the shop, but they paid no mind.

"Sirius is evil!" she gasped eventually. "As much as I despise Potter, that is just cruel!"

Remus contemplated on giving her ideas, but after a moment of deliberation, he gave in. "If you ever want to get back at him, there's a way to do it."

A mischievous grin danced across Lily's lips. "I think I might use that. All copyright to Sirius, of course."

They journeyed to the check out counter. Remus paid for his, and waited patiently for Lily as she bought her miniature library.

He found it difficult to stop looking at her. Glad that she had her back turned to him to give him a better view, he shamelessly gaped at her figure that was flattered by her blue high waisted shorts. Whenever he caught himself staring, he'd blush and avert his eyes. But somehow, they always found their way back.

When Lily finished paying for her books, Remus took a majority of the bags so she could walk freely. Before they reached the exit, a familiar face popped up in front of Lily.

"Hey," Michael said. "Fancy seeing you here."

"Yeah, real shocker," she replied jokingly.

Remus began to feel uncomfortable. The boy that stood before him was named Michael Crenshaw. He happened to be a beater on the Hufflepuff quidditch team. He seemed to not notice Remus' existence and continued to chat away with Lily, who seemed a bit uninterested. Remus thought it better if he waited outside, and started to walk off.

"I would, Michael, but I'm here with Remus," she said, grabbing Remus by the arm as he attempted to pass the pair.

Remus stopped abruptly and looked at Lily in confusion. She raised her eyebrow at him and lopped her arm through his. Getting the idea, Remus looked at Michael and nodded in acknowledgement.

Michael's face fell into a scowl. "Right," he muttered. A ghost of a smile crossed his face. "Another time maybe."

Lily nodded. "Enjoy your shopping!"

The two Gryffindors exited the book shop arm in arm. When they reached the street, Remus immediately shook her off.

"You can't do things like that!" he exclaimed. "You'll be sending the wrong message!"

Lily snorted. "Yeah, I wanted to send the wrong message to Michael. He's been trying to get me to go on a date with him for months."

"So why don't you?" he questioned. They continued down the street towards the brick archway.

Lily wrinkled her nose. "I went to Hogsmeade with him once last year. He's not very intellectually stimulating. He's quite crude."

Remus played off his chuckle as a cough. He could only imagine what 'crude' meant to Lily. He had no idea about her dating history or her experience with the male gender. He did have suspicions, though, that she had never been exposed to the truly disgusting nature of a man. He decided to keep her oblivious, hoping that the worse she would have to deal with was potty talk at the table.

They walked through the archway together with arms full of supplies. He was feeling very hungry, seeing as it was almost one in the afternoon now. He invited Lily to eat with him, but she declined, insisting that she should head home. He decided he should help her to the train since he doubted she'd manage to lug all of her goods with her alone.

Completely forgetting that it was still storming, Remus frowned as he gazed at the flooded street.

"Suppose you want this back," Lily said, shrugging out of his hoodie.

He tried to stop her, but she refused.

"Here. You put it on. No, go on! I have an idea," she insisted.

He did as he was instructed and reloaded his arms. Lily grabbed the latest edition of the daily prophet and hung it over head. Remus prepared to argue, but was interrupted when he felt her arm loop around his waist beneath his jacket.

"I used to do this all the time with Petunia," she informed him as she stuck her arm through the sleeve that his own arm already occupied.

It felt very odd, to say the least. It was like he was a Siamese twin that was loosely attached. She roomed in his jacket, keeping one arm free of a sleeve to hold the paper above her hair. Remus began to snicker widly as they attempted to run into the rain. With the looks they were getting from passersby, he imagined that they resembled a lopsided, four-legged beast.

He said goodbye to a half soaked redhead and watched as the train sped off to her destination. Before her departure, Lily gave him a quick hug and a piece of parchment. She made him promise to write her at least once before school resumed, and she would do the same for she enjoyed his company.

If he was told a few hours before that he would befriend Lily Evans, he would have laughed.

* * *

A/N: Hey guys. This is my attempt at Remus/Lily, which I have always been a fan of. Let me know what you think! There will be more to come, hopefully more detailed then this. I have always had such a hard time with first chapters. Thoughts/opinions would be appreciated!


	2. Letters

Remus sat at the long mahogany table that took up the Potter's dining room table. He had been invited to join them for dinner in celebration, along with Peter and Sirius. They hadn't been told what they were celebrating until dessert, when James puffed out his chest and cleared his throat.

"Gentlemen," he said proudly, rising from his seat. "You now have the honor of being best friends with the new Gryffindor Quidditch Captain!"

He withdrew shiny gold and red badge from his pocket and flashed it around for them all to see. They clapped in excitement, congratulating him on his new ego booster.

"Get to check out those fancy tubs on the fifth floor!" Peter exclaimed.

"Like we don't already," Sirius laughed.

Mr. Potter patted James' back and said, "Just like his old man! But enough chatting, the real way to celebrate is by stuffing ourselves with dessert! Amelia, the Death by Chocolate, please!"

Mrs. Potter brought out a large platter of what appeared to be brownies. However, when she cut it into pieces, Remus realized he couldn't be more wrong. The dessert consisted of three chocolate layers of goodness. The bottom layer had been made up of chocolate chip cookie dough, followed by a layer or chocolate fudge cookies with a cream filling, cloaked with brownies and topped with various flavors of ice cream. Remus melted away as soon as he took the first bite. He lost all self-control and tucked in.

The evening meal had placed all the boys into a comatose. They sat on the couches in the Potter's den and groaned happily with their stomachs pushed to full capacity. Remus, however was a little put out about James' reaction to Remus spending so much time with Lily. His plot for revenge backfired, but he was none too worried. Another opportunity to mess with James would present itself soon, especially since his reflexes were weakened by his gluttonous behavior.

"Did she ask about me?" he asked excitedly.

"No," Remus answered, closing his eyes and resting his head against the armrest of the sofa.

"Did you talk about me?"

"Briefly."

A smile spread across his lips. "What did she say?"

"Nothing nice," Remus admitted with a sigh. "Wasn't too hard on you this time 'round mate. Knew I didn't take well to it."

Peter reached over and pinched Remus' scarred cheek. "Sweet wittle Moony!"

Remus shoved his hand away, sending the other three Marauders into giggles.

Sirius sat with his legs resting over the armrest of the chair he sat in. "Evans," he chuckled. "Why the bloody hell are you still mad for her, Prongs? She's said 'no' in every way possible."

James ran his fingers through his hair and shrugged. "I don't know. I like her."

Sirius snorted so hard that he began to cough. When he recovered he said, "How is that possible, mate? You haven't had a single conversation with her that hasn't ended with '_you're a bloody prat, Potter!'_ You're technique is all wrong."

"Oh yeah?" James huffed. "Go on then, how do you purpose I go about it?"

Remus rolled his eyes and nestled back into the sofa. They had this conversation all the time, almost four times a week when they were at Hogwarts. It began and ended the same way. James would confess his love for their fellow Gryffindor, Sirius would suggest he move on or change tactics, James would render any helpful advice as useless and lame, and then they would continue with a new topic until the next evening when, inevitably, the subject would arise again.

"I say you play hard to get," Sirius shrugged. "Ladies love a man they think is unavailable."

James shook his head in protest. "I can't do that. If I leave her alone, she'll forget I even exist."

"Right," Sirius chortled. "I didn't realize annoying her on a daily basis had already sent her flocking into your arms."

James' face began to redden. "What makes you so knowledgeable in the matters of love, Padfoot? You've never had a girlfriend before."

"That's because girls are scary, mate," he replied with another snort. "I'm a good-looking bloke. Can you imagine if I went off the market? There would be absolute chaos. The girls would be ripping each other apart to try to be the next Mrs. Black. For the safety of Hogwarts and myself, I shall stay single."

It was Remus' turn to snicker and snort. He loved his friends dearly, but he had no idea how he got jumbled in with such a lot.

"Something funny, Moony?" Sirius asked darkly.

"Quite hilarious," Remus replied cheekily. "Sometimes the both of you sound like real cement heads, you know that?"

Sirius sneered at Remus. "Not my bloody fault my dashing good looks are so devastating. Anyway, Prongs. I mean it. Create a distance. Give her some time to miss you."

James and Sirius continued to argue over the most appropriate form of courting while Remus focused all his energy on trying to revel in the taste of Mrs. Potter's french onion soup. He had to remember to bring some home with him, and maybe some for his mum to try so she can try to replicate it.

Peter slapped the back of Remus' leg, startling him. "Remus knows her the best out of all of us," he piped. "Maybe you should ask him."

Remus opened his eyes to see his three best friends staring at him expectantly.

"Uh," he cleared his throat. "I don't really know her that well."

"Better than any of us," James said. "What did you chat about at Diagon Alley?"

Remus thought back to a few days earlier when he saw her. "Well, we talked about her vacation to America, Her roommates, her sister, her unhealthy obsession with sugar quills. Nothing that'll really help you."

James frowned. "You're right," he grumbled. "But still, do you think Padfoot is right?"

"Of course I'm right," Sirius sighed.

Remus, who was unsure and didn't care, shrugged. "I mean, it's worth a shot."

"You could try to make her jealous," Peter smirked.

"I don't think that'll work," Remus countered. "Like Padfoot said, she's got to miss him first. She won't get jealous if he starts bothering another girl right away."

Sirius nodded in triumph. "Excellent. We're all on the same page, then."

Remus loved James, but there was only so much lovestruck jabber he could take. He suggested that they lay the subject to rest and play a game of Wizard's Chess. They agreed meekly. Remus squashed James without an effort. Sirius was more of a challenge, but he lost his bishop, a most prized piece in defending his king, rendering Remus the winner. It didn't take long before they were bored of that and itching for something new to entertain them. Peter requested they play a game of Exploding Snap, but that was quickly shot down by James' idea to play a few rounds of night-time Quidditch.

Remus liked Quidditch, but had been discouraged to join because of his condition. He would miss practices, games, and would fall too far behind on his school work if he made the team. Whenever he played with James, he played Beater which was his most prefered position. Remus was hardly a violent person (while in his human form), but he did enjoy clobbering the hell out of something every once in a while.

It was dark, but James' father had bewitched the balls to glow in the dark for easy play. James had them run a few plays he had worked on to see how they would do on the pitch against the Slytherin team. Peter took place of the keeper while James and Sirius whizzed around Remus' bludgers, which happened to be enchanted potatoes. They played until Peter received a devastating blow to the head from the quaffle.

When Remus made it home, he had another bowl of Mrs. Potters delicious french onion soup and washed before he retired to his room for the night. He didn't feel in the mood to turn in so early, so he sat at his desk and stared out into the night, deciding on what to do. He decided to rule out school work, for he had been studying his new books since he got them. This was his day of rest and relaxation.

He stared at the empty owl cage on his dresser and came to a conclusion. He would write a letter to Lily. He hadn't written her yet since he hadn't done much since he last saw her, and figured three days was a long enough delay. He dipped his quill into a bottle of ink and began to write:

_Lily,_

_ Hope you made it home safe. If I had brought my brain with me to Diagon Alley, I would have accompanied you on the ride back to make sure you were okay. Forgive me for my indecency. I'm sure you've cracked open a few of your new books since you've been home. Tell me, what did you put for the chapter two review in Advanced Transfiguration? I had some difficulty with the charts._

_ Nothing much has been going on here. I've just come back from the Potter's. Nothing exciting, really. James and Sirius made fools of themselves while Peter managed to get hurt. He's alright, just a minor concussion is all. James made Quidditch Captain this year. I figured you should be warned immediately so you won't stumble upon any unpleasant surprises in the Prefect bathroom. I do not know if such a plan is in motion, but do be careful._

_ My mother has been moping about the house over a muggle singer that passed recently. Some chubby bloke that died on the toilet. Name is Elvis. Ever heard of him? Mum's been playing his records for days now. I suppose his music is alright, though I prefer jazz. Much more energetic I think. Keeps the spirits up._

_ I wish I had more to say, but unfortunately my life is very uneventful over the holidays. I hope you're enjoying your time at home while you can. Only a few weeks before we go back. I suppose you can say I'm excited. I'm sure you are. _

_ Hope you are well._

_ ~Remus L._

It felt silly writing such unrelated nonsense for a letter. He knew it was a pathetic attempt, but he tried to come up with any idea that would interest her and ran with it. Unsatisfied with his attempt, he begrudgingly placed the parchment into an envelope and left it on his desk for Widget to collect in the morning and crawled into bed.

A few days later, Remus' mother sat next to Remus on the sofa in the lounge. Remus paid her no mind as he stared at the tele, trying to guess the answer to the questions of the trivia game he had been watching. It took a few moments of her smirking at him before Remus noticed she hadn't turned away her attention.

"What's that look for?" Remus asked cautiously.

The smirk on his mum's pale face widened. "I just found something very interesting, Remus. Can you guess it?"

He hadn't a single clue, but he tried anyway. "Money in the laundry?"

She shook her head, sending her blonde curls in a frenzy. Remus was starting to get worried as his mother began to look more mischievous by the second. She crossed her ankles together and leaned forward, tapping her fingers against her chin. This look did not send a good vibe, yet Remus couldn't think of the cause of it.

Finally, when she had enough of his feeble shrugs, she said, "Widget just dropped something off for you on the dining table." She pulled out an envelope from behind her back and flipped it between her fingers.

iImmediately, Remus knew what she was getting at. He sighed heavily and shook his head. "Mum, it's nothing. She's just a friend."

"Lily. I swear I've heard that name before. Who is she?"

"She's the girl who James fancies," he muttered. "She's also a Prefect. That letter is probably all about how I need to be harder on James and Sirius or she'll report me to Dumbledore."

She remained unconvinced as her devilish grin remained. "I'm sure it has nothing to do with how handsome you are," she chuckled.

Irritated, Remus rolled his eyes and made a snag for the letter. His mother quickly lept out of reach and flicked him in the forehead. He kept trying to reach for it, but every time he got close, his mother giggled and scooted farther away from him. It didn't take long before he gave up and lay lazily in his original position and returned his attention back to the tele.

"You and Lyall both," she chuckled. "So easily annoyed, I swear it."

Remus pretended not to hear her. Of course she was right, he had been more irritable than usual, but they both knew it was because of the looming monthly doom that approached in a few days time.

"Remus," she said gently. "You have to be careful."

"I know, mum," he sighed. "But really. She's just a friend. Hardly even a friend, I'd say."

"Look at me," she ordered quietly. Remus obeyed and met her eyes with his own. It was no surprise to see that all laughter had fled from them and had been replaced with an unyielding seriousness. "I want the best for you. I know your father and I haven't been the best with handling things, but believe me when I say that it is of the utmost importance that you wait until you are absolutely sure that she loves you before you tell her."

Remus tried to interrupt but his mother spoke over him. "I'm not talking about Lily specifically, I'm talking about in general. When you start dating, I just want you to be aware of the risk. It's a cruel way wizards view people who are not like them, and I wish I could change it. But the best I can do is educate you on the troubles you'll face."

Remus hardly needed this talk for he was already aware of the prejudice against his kind. It was his father's prejudice against werewolves that caused Remus to be infected in the first place. He figured it out long ago that he would never marry. It was his own burden to carry and he couldn't imagine having anyone else put up with it. He was dangerous. Even if he found someone crazy enough to put up with him, he could never have children of his own. No matter how much he loved someone or how much they loved him, he could never imagine a woman saying no having kids. It was too much to ask, and he knew it. Still, he listened to his mother and nodded dutifully.

"You don't have to worry, mum," he said. "I'm never going date."

She smacked his elbow forcefully. "Remus! Of course you will! I don't want you to end up a lone! Nobody can live happy in isolation. You'll need somebody, Remus, and when she accepts you and loves you just s fiercely, you better not turn her away. I'll come after you if you dare do such a thing."

He nodded and begged for a subject change. His father would be home late tonight again, leaving the two of them alone. They watched tele until dinner was ready, and chatted about she couldn't wait until he could "magic" the house clean for her when his father was out. As usual, she expressed her jealously over her lack of magical powers, but couldn't contain her excitement when Remus told her he'd be learning to apperate in the upcoming school year.

"It's amazing," she said, taking a heathy sip of wine. "But even after eighteen years of apparating beside your father, I have yet to make a trip without revealing my lunch."

"Least you've never been splinched," Remus replied, digging into his lasagna. "I imagine it's ruddy painful."

"D'you know what drives me mad after all these years?" she questioned, seeming to be in deep thought. "Wizards and their quills. For people who brag about being much more advanced than muggles, why the bloody hell do they still use quills?"

Remus shrugged. If he had a galleon for every time his mum asked him this, he would be as wealthy as the Black family. He offered up his usual answer, "Keeps it traditional I suppose. Wouldn't seem as magical if they became too modern."

She offered no reply and kept silent for a while. Remus continued to shovel square after square into his mouth. His hunger usually increased during the week before the full moon, much to his mother's displeasure. She complained enough about his teenage boy appetite, and would often suffer a fit when she came home to find the entire cupboard demolished before nightfall. She didn't get too upset, just reminded him that there are other people in the house that liked to eat as well. He usually forgot her words of wisdom, and ate on.

It took him a while to realize that she was staring intently at him. Automatically, he wiped his face with a napkin to make sure she wasn't mentally cleaning his face of red sauce. Remus remained under her scrutiny until he spoke up.

"Something the mater?" he questioned, putting down his fork.

A small smile crossed her lips. "You're just so grown," she sighed. "I never imagined I'd have a teenage boy in front of me."

He smiled weakly. "Tah-Dah!" he joked.

She chuckled and waved her hand as if to shoo him away. "I hate sending you away. It makes me feel like I miss so much."

"I know, mum," he replied quietly. "That, and I'm the only one who will hold your yarn while you knit."

He finished his diner and asked his mother for his letter. She gave it to him with another evil smirk. He quickly retreated to his room and opened the parchment envelope. He unrolled it, startled to see her letter had been significantly longer than his. Eager to see what she had to say, he sat at his bed and began to read.

_Remus,_

_ I made it home just fine. No need to worry about being gentlemanly, you did enough for me that day. I never properly thanked you for breakfast. So, thank you. It was lovely._

_ I've actually read most of my books now. It's hard for me to put them down once I get started. I know you all make fun of me for my alleged grade grubbing, but I can't help it. It's far too interesting. As for the Chapter review, you should also take a look at the appendix. It has loads of helpful information on how to easily read the charts. Also, taking a peek at chapter three would be advised. It gives a more detailed explanation on how to conjure birds. Hope that helps!_

_ Thank you for the heads up about Potter. It would be just my luck to walk into the bathroom at the most inopportune moment. Nonetheless, I suppose congratulations are in order. I'm sure you're proud of him._

_ I have heard of Elvis. My mum has been obsessed with him for years. She was upset about his passing as well. His music was okay, though I didn't care for it much. I'm more of a Beatles fan myself. I am surprised that you like jazz. It's such a good genre to dance to, but you don't seem like the dancing type. I'm just assuming, I don't really know if you can dance or not. My father was actually a saxophone player in a jazz band when he was younger. We've got loads of records here that you'd probably enjoy._

_ Things on this side have been uneventful too, so don't feel too bad. It's been all about Petunia and her wedding. I've tried to get on with her fiancé, but he's so unpleasant. Mum and dad don't like him, but he makes Petunia happy and has a decent job. I suppose it's good for her if it's what she really wants. She's become unreasonably cold, though. I suppose it's her way of preparing to leave the house and start her own life. I just wish she wouldn't turn her nose up every time I entered a room._

_ Sorry for ranting. It's just been really getting to me now that I'll be leaving soon and won't see her till the holidays. I don't want to leave on these terms. Unfortunately for you, Rachel is still on vacation in Finland, so you're on the receiving end on my over dramatic feelings. Sorry, Remus. _

_ I am definitely excited to get back to school. I wonder who made Head this year? I guess we'll find out soon enough. Hopefully they're more flexible with scheduling our patrols. I'll have too much work to do to be wasting valuable hours scaring first years back to their dormitory. Reserve one of your free periods to napping for me. I'll need it. _

_ I suppose I'll be seeing you before your reply will reach me. Seems silly to write me this late in the week, so I'll save all my questions for the train. Don't worry, they're not frightful, just the usual conversation starters._

_ Take care and be safe, Remus. Hopefully you recover better at home than you do at school. I'll see you in a few days._

_ ~Lily Evans_

Remus read the last line over and over, frozen in shock. He wanted to reply immediately an ask her what the hell she meant by that. He never brought up anything close to that subject during their trip to Diagon Alley and he certainly never brought it up at school. How could she know?

Well, everyone knew she was an exceptionally bright witch. It wouldn't be hard for her to piece it together. Yet, how did she take notice to it? He rarely spoke with her at school after he served his Prefect duties alone, and he was too busy ignoring Remus and his friends during their classes to pick up on his frequent absences.

He couldn't think of a way she figured it out. Enraged, he threw the parchment on to his desk and fell back on to his bed. He spent the rest of his night trying to convince himself that she meant something else entirely. It was common knowledge that Remus was ill most of the time, so that could be what she referring to. Yet, no matter how badly he wanted to believe it, he had a sickening feeling that she hadn't thought that at all.

* * *

A/N: Hi, guys! This chapter was mainly a filler so I could have an easier transition into the next one. My goal is to update this at least once a week. Usually I would post more often, but I have a particularly evil semester this round. All the same, I hope you enjoyed it! Feedback would be much appreciated!


	3. The Train

Remus felt like a walking corpse when he awoke. His bones felt like lead and his head was pounding. Day two of his recovery happened to be on the morning he left for Hogwarts. His mother rushed him in the most polite way she could manage, and Remus dragged himself around his room double-checking he didn't forget to pack anything.

As he tumbled down the stairs, he was met by a dark figure sitting in the den.

"Remus," his father said cheerfully. "Come sit with me."

Grateful to rest his aching body, he fell into the nearest seat and sighed.

"You look dreadful," his father chuckled.

Remus smiled weakly. He didn't have a terrible relationship with his father, but it wasn't a particularly good one either. Remus often felt that his father only focused on the wolf, and not Remus himself. Whenever they talked, it was always about his transformations, what he thought of their latest attempt, the efforts he was making in the office, the recent news about werewolves in the workplace. Remus was grateful for the information, but would rather have conversations that didn't pertain to his furry little problem. When he tried to have normal conversation with his dad, the subject was quickly rounded back to his least favorite subject.

"Sorry that we haven't seen much of each other this holiday," his father continued. "Things have been wild at the ministry. It's getting very dangerous these days."

Too tired to follow where this conversation was leading, Remus nodded in agreement. "It's okay," he said. "I understand. Gave me and mum some time together."

His father chuckled. "I know she enjoyed it. She tells me you've been writing a girl over the summer."

Noticing that Remus was preparing to argue, he quickly changed the subject. "It's no matter. I just wanted to wish you luck with that."

Giving up on arguing, Remus thanked him for his luck and stood to his feet. His father copied his actions, and grasped Remus by the shoulders.

"Oh, my son," he smiled, looking Remus up and down. "You're gonna be taller than me next time I see you!"

"Yeah, I imagine so."

His father pulled him into a tight hug, which Remus returned. His father squeezed him forcefully which only inflicted pain on to Remus' already mangled body. Still, he did not let go or show any sign of his discomfort. This was a rare occurence and Remus was enjoying it.

"You know, there's a potion rumoured to repress transformations up to six months at a time," he said into Remus' shoulder. "I'll tell you more about it when I find out more myself."

Remus frowned, and was thankful when his mother came swooping in, demanding they leave at once. With another back-breaking hug from his father, Remus said goodbye and left to King's Cross station with his mother.

Remus was quiet the whole way since spent most of the ride semi-conscience. His mother blabbed on about how she would go mad without him. He would miss her too, though he would not miss being cooped up in the house and being forced to watch her early morning drama programs.

She accompanied him to the platform, squealing with delight as she ran through the barrier. Remus found it funny that she still fell into a fit of giggles when she passed through it.

"Don't laugh at me," she ordered playfully. "It makes me feel like I've been let in on a juicy secret and it is amazing!"

Remus pulled her into a hug, the strongest he could manage. She kissed his cheek and rattled off all the things he needed to remember about properly bathing, how to fold his own socks ("Don't you let those house elves do everything for you! I didn't raise a lazy sod!"), tips on how to court the ladies, and take care.

"Don't worry, mum," he sighed. "Everything is going to be okay."

She nodded and wiped a stray tear that fell down her cheek. She gave him another hug and shooed him on to the train.

He saved an empty compartment for his friends. He saw them through the window as he rested his aching head on it. James was being hugged and kissed by his mother while Sirius exchanged gratuitous handshakes with Mr. Potter. He spotted Peter being beaten over the head by his mother, who could be heard shouting all the way down the platform.

They joined him shortly after and they all watched out the window as their parents grouped together. Remus noticed his mother hugging Mrs. Potter, both in tears. The train began to move. Sending one last wave to the parents, they sped off out of sight.

"Bloody glad to be going back," Sirius said, pulling his long brown hair into a ponytail. "If I had to spend one more night listening to mum go on about Regulus, I would have cursed myself deaf."

"Can't be that bad, mate," James replied. "You spent most of the time at my house."

"Reckon that's what made it worse this time," Sirius grimaced. "The longer she waited to deliver her sermon, the more she had to say."

Peter stumbled into the compartment, holding his head.

"Wormtail!" Sirius exclaimed. "Saw you getting beat up by your mum. What warranted it this time?"

"I almost forgot to bring my wand," he grumbled, throwing himself on to the seat. "I didn't though, I just lost it in my trunk and she started wailing away, thinking I ;eft it at home"

Remus patted his friend on the shoulder sympathetically. "Sorry, mate."

"Blimey," he said, turning to face Remus. "Rough night?"

He nodded and wish he hadn't. "A few nights ago, but yes."

"If you told us were you were, we could have kept you company, mate," said James.

Remus thanked James for his concern and explained for the hundredth time that there was no way they could accompany him for his transformations during the holidays. His father had constructed a safe place for him, similar to the arrangement he had at Hogwarts. However, it was under strict watch by his father, who monitored his evening activities.

Remus dozed off while the others continued to talk. He awoke to give the witch who pushed the trolley his order and drifted off again. It wasn't until much later that he was kicked awake by Sirius.

"Quit!" Remus hissed, kicking him back.

"Mate, we got company," he said, sending another foot in his direction.

Against his will, Remus opened his eyes and saw that Lily was standing in the doorway dressed in her robes with her hands on her hips.

"Where have you been?" she demanded. "You were supposed to be in the cart fifteen minutes ago!"

Remus had completely forgotten about the meeting he was required to attend in the Prefect compartment.

"Sorry," he replied, getting to his feet. "Fell asleep."

Her expression softened. "It's fine. Just change into your robes quickly and meet me there."

"Hey, Evans," James said sweetly, ruffling his hair.

She glared at him nastily before storming off down the hall.

Sirius let out a bark of laughter, which earned him a hard punch in the ribs from James.

Remus left as they continued to wrestle. When he entered the compartment with his fellow Prefects, he was met with disapproving glares. It appeared that Lucas McMillian, a seventh year Hufflepuff, was made Head Boy this year. Remus took the empty seat besides Lily and apologized for his tardiness.

The meeting dragged on and Remus lost interest very quickly. It had been the same as last year. Which products were banned, the proper procedure of discipline, rules of deducting house points, and all that boring nonsense Remus couldn't care less about. He resumed his nap and did not wake until Lily roughly shook his elbow.

"Did you listen at all?" she hissed, poking his chest rather forcefully.

Remus sat up in his seat and rubbed the tender spot where she stabbed him with her finger. "Cool stuff is banned, not allowed to take points from other Prefects, curfew is at nine, meet at the entrance hall after dinner for this week's rotation schedules," he recited through a yawn. "Miss anything?"

Lily sneered at him and crossed her arms, knowing he was right. "Unbelievable," she muttered.

Remus frowned, realizing the Lily he met over the summer had been possessed by the usual nagging fiend. Disappointed, he closed his eyes again as McMillian gave the run down to the fifth year prefects about the privileges they were now entitled to.

"How've you been?" she asked quietly.

Remus opened one eye to see that she was looking him over. He shifted uncomfortably beneath her gaze. He desperately wanted to ask her what she meant when she wished him a speedy recovery, but knew this was not the time or place.

"Fine, just a little tired," he replied. "Didn't get much sleep last night."

"Me either, but I can never sleep the night before I go back to Hogwarts," she responded. "Did you get my letter?"

Realizing he wouldn't be able to go back to sleep, he opened his eyes and sat up. "I did, actually." Remus decided to keep out the part where his mother continued to harass him over it.

"Did you end up figuring out the charts?" she asked, shifting in his direction.

"Haven't gone back and looked at it," he admitted. "I already packed up my trunk before I received your letter."

She shrugged. "Well, now you know for future reference."

They sat in an uncomfortable silence for a while. When the meeting ended, everyone was dismissed. Remus stood to his feet, but was quickly pulled back down by Lily.

"I almost forgot!" she exclaimed. She rummaged through the pockets of her robes and pulled out a small black package. "I brought you this. I know it's not chocolate, but I thought you'd enjoy it."

"Er-Thanks," he said. He turned the package over in his hand and rad the label. He had never heard of such a thing. Cautiously, he ripped open the package and looked inside. It was filled with red dust.

"What do I do with it?" he asked with a raised eyebrow.

"You eat it," she chuckled. "Go on, take a pinch."

Reluctantly, Remus grabbed a small amount of the red crystals and dropped in his mouth. He wasn't sure if he was supposed to chew it or just swallow it, but before he could think too much about it, mini firecrackers started to erupt over his tongue.

Lily giggled as he stared at her with wide eyes full of confusion. "They're Pop Rocks! I discovered them when we went to America this summer. I couldn't stop eating them."

Remus opened his mouth ro reply, but the crackling amplified. He quickly shut his mouth and waited for it die down, which seemed to take a considerable amount of time.

"It's like eating a no-flame firework," he commented, observing the package.

"D'you like it?" she asked excitedly.

He was unsure. He took another pinch of the candy and ate it. It didn't really taste like anything besides pure sugar. The sensation was brilliant though, and he knew that his friends would certainly enjoy it almost as much as Fizzing Whizzbees.

"Yeah," he said thoughtfully. "I do. Such a weird candy though."

"It's a muggle candy," she said proudly. "I couldn't believe it. It seemed like it could be on the shelf at Honeydukes."

Remus nodded in agreement and folded the package for later. He liked the candy, but it was no good for his headache.

"I've actually got more, if you want," she said shyly. She pulled out a handful of the black packages and held them out for him to take. "I couldn't stop eating them, you see. It seems that I've eaten so much that anytime I try to eat more, my tongue swells with sores."

"That happens to me with Acid Pops," he said. He took the packages from her and stuffed them into his pocket. "Thank you, they're very neat."

"There's a rumor that if you drink soda after you've eaten Pop Rocks, your stomach will explode," she informed him. "I don't believe it. Do you?"

Remus shook his head, although he had a feeling that it was possible. He reminded himself not to try it just in case.

Lily smiled and looked around, they were the only two left in the compartment. Remus looked around to make sure that they couldn't be overheard by the people passing by in the hall before he took the opportunity.

"Lily," he whispered. "Can I ask you something?"

"Sure," she replied, mocking his hushed tone. "What is it?"

"What you wrote in your letter, about recovering, what did you mean by that?"

He stared at her, watching for any hint of reaction. She did the same, scanning his facial features for something. He saw no change in her face, and eventually she answered.

"You always seem so ill," she replied. "I was only implying that maybe you it would be easier for you to get better if you were at home and didn't have to keep up with school work and such."

He was unconvinced by this answer, but decided for the best that he not press it any further. Instead, he cleared his throat and thanked her for her well wishes.

"I should probably get going," she said, glancing out the window. Night had fallen, signaling that they were almost to the station. "Rachel's probably going mad without me."

"I left during a wrestling match between James and Sirius," Remus chuckled. "Wonder what I'll find when I get back."

They laughed and exited the compartment together. Lily told him she would se him later in the evening, and sped off to her compartment. Remus entered his own only to find his seat had been taken.

"There he is!" Sirius exclaimed. "Ears must've been burning."

Remus eyed them carefully, especially Rachel who took his spot. She was a large girl with long, jet black hair. She was a fellow Gryffindor and happened to be one of Lily's roommates. He hadn't interacted with her much, just saw her (more like heard her) around the castle. He couldn't look at her the same, knowing that Lily bought her one of those wretched romance novels.

"Lupin," she purred through a heavy Irish accent, standing to her feet. "Just came to ask your mates if they've seen you. The meeting was let out ages ago but Lily hadn't come back yet."

"Something came up," he replied, taking notice of the raised eyebrows he was getting from his friends. "She just went looking for you."

She grinned and exited the compartment so Remus could take back his place. She remained in the doorway and winked at him. "I'm sure she'll have loads to tell me," she said smugly. "Oi, Black. You're about to lose 40 galleons, mate." And with that, she left.

Remus looked at Sirius, who waved off the fellow Gryffindor. "What's that about?"

Sirius shrugged. "Came in here looking for Evans thinking that Prongs snagged her."

James, who was looking particularly sour, sneered. "Funny."

"What wrong with you?" Remus questioned.

"Nothing," James grumbled. "What did take you so long anyway?"

"Oh, yeah," Remus pulled out an unopened package of Pop Rocks. "Lily was showing me these. Try them."

James took the package from him ad examined it carefully before he opened it. He looked at Remus quizzically as he dumped a small pile of powder into his hand. Remus instructed him to wait until Sirius and Peter had their own at the ready.

He was not disappointed in their reaction. As son as the crystals hit Peter's tongue, he opened his mouth to try and lesser the explosions. James and Sirius sat wide eyed, looking at each other in delight.

"These are wicked!" James exclaimed through a series of crackling.

"Nice find, Evans!" Sirius praised, scanning over the package. "Did she say where she found them?"

"Some muggle shop in America," he answered.

James shook his head in disbelief. "There's no way a muggle made this! It had to be a wizard."

Remus told him he had the same thought, but believed that it actually had been created by muggles across the pond. Within minutes, the packet he gave them to try had been emptied. The three boys held open their mouths to listen to the crackling, and tried to speak to one another only using the sound the tiny rocks created. This amused them for the rest of the ride while Remus peacefully slept against the window.

By the time they made it to the castle, Remus was dying of hunger. As much as he wanted the first years to experience the true magic of being sorted, he also wanted them to hurry up so he could devour his own body weight in food. As he looked down the table, he saw that many of the other older students shared his pain for they wore grimaces and drummed their fingers impatiently against the table as well.

The sorting hat sang it's song, and Remus was relieved when sixteen new Gryffindors joined their table. Dressed in purple robes, Dumbledore welcomed them and ordered them to tuck in. With a wave of his hand, the four large banquet tables appeared with golden plates of every food imaginable. Remus didn't need to be told twice. As soon as the dishes presented themselves, he lunged for the serving spoons.

"Bet I can eat more than you," Sirius challenged with a mischievous wink.

Remus scoffed through a mouthful of mashed potatoes. "You're on."

He devoured four plates and began serving himself a fifth. Sirius was not far behind him. Remus was sure that they were getting looks of disgust at this point, but they kept their gluttony as classy as possible. At least, Remus did. James, Sirius, and Remus had the misfortune to be placed in Manners Camp at a young age at the insistence of their mothers. Though, it was often apparent that Sirius ate like a wild animal just to spite his training.

By the time Sirius finished his fourth plate, he threw down his napkin.

"I can't," he groaned. "I've got to save room for dessert."

This had no effect on Remus. He finished six plates and had five scoops of ice cream, one slice of every pie, two slices of chocolate cake, and a healthy serving of banana pudding. When he finally declared himself full, he noticed that Sirius was glaring at him.

"You're disgusting, Moony," Sirius laughed. "Merlin's Eyebrow. If I didn't know your mum, I would have thought you starved all summer."

"Our room is going to smell so foul," Peter frowned.

James laughed at this, sending the other two boys into laughing fits. Remus sat for a long moment before he added to the conversation. He felt loads better, even his headache went away. He looked around the room to see that his fellow classmates were starting fall asleep at their tables from overstuffed bellies. He was beginning to regret the last slice of pie as he remembered it would be his duty to escort the first year Gryffindors to the common room.

"Moony, did Evans give you any more of that candy?" James asked, a hopeful smile plastered across his face.

Remus took out a packet and slid it to James. Instantly, the four boys were popping and crackling. He told them of the rumor Lily conveyed to him earlier on the train. Peter looked frightened while James and Sirius grew mischievous grins.

"Think it'll work with pumpkin juice?" Sirius asked eagerly.

"No idea," James answered. "I wonder what would happen if you fed one of these to a flobberworm."

Remus listened as they came up with testable experiments with their new favorite candy. He wouldn't mind seeing an unsuspecting Slytherin swallow some, as James suggested. Of course, the Slytherin they targeted was Severus Snape. Remus knew immediately he would never hear the end of it from Lily if they picked him. Alas, it was a battle he would fight later.

Dumbledore once again stood before the crowd of students. He gave his usual warnings and notifications and instructed the Prefects to lead the first years to their dormitories. Remus said see you later to his friends and herded the first years into the entrance hall with Lily's help. Just as he began to ascend the staircase, Professor McGonagall came bustling by.

"Mr. Lupin, Ms. Evans will escort the first years to their dormitory," she informed him. "I'd like to speak to you in private."

Remus shrugged and ignored the few "Ooooh!" that followed him as met met Professor McGonagall at the bottom of the staircase. She instructed him to follow her, and soon he was led into an empty classroom.

"You'll need to visit Madam Pomfrey before your lessons tomorrow morning," she reminded him. "I also need to discuss your lessons with you. Why is it you have three free periods?"

Remus almost laughed to himself, thinking of how he was chastised by Lily for his free periods. Though he wouldn't dare chuckle in front of McGonagall while he was on the receiving end of her sharp voice.

"I didn't know what to fill it in with," he answered honestly. "I haven't decided what I can do after I leave here."

McGonagall raised her graying eyebrow at him. "Then I suggest you fill it with as many classes as you can take," she replied. "Mr. Lupin, I would strongly recommend you be skilled in as many subjects as you can. I'm sure you know it will be hard for you as far employment goes, which is why I must insist you create a portfolio that will be hard to say no to."

Remus nodded, understanding what she was getting at. "You're right, Professor. Is there a time I can meet with you in the morning to sort it out?"

"No need," she said, pulling a roll of parchment from her robes. "I've already filled your schedule for you."

Remus looked it over and wrinkled his nose when he discovered she had taken away all his free periods and stuck him with classes like double potions with the Ravenclaws.

"Professor, how am I gonna manage to keep up with all this when I'm absent so much?" he asked quietly.

"I have faith in you, Mr. Lupin," she said, flashing a very rare smile over her thin lips. "I know you're capable of succeeding."

He rolled the parchment up and stuck it in his pocket. "I'll need to order some more books. I didn't prepare."

"That's quite alright. Tell your professors as soon as you show for class tomorrow and find someone to share with until they arrive," she advised.

"Thank you, Professor," he said, smiling at her.

She patted his shoulder and smiled back. "Good luck, Remus."

And with that, she exited the classroom, leaving Remus alone with his thoughts.

* * *

A/N: I couldn't sleep so I ended up writing all of this instead of going to bed. .-. I had a general outline for this story which has completely changed for some reason. I was only hoping it to have five chapters, but to your luck, it looks like it will last longer! Hope you enjoyed this, even though it jumped around a bit. There's more to come!


	4. Classes

The night felt like it would never end as Remus made his way down to the entrance hall. Somehow he knew with his luck that he would be put on patrol and he grimaced when he was handed his weekly patrol schedule. Convinced that no students would be awake enough to lurk about the castle after a long day of travel and a full stomach, he wanted to ditch the remaining Prefects and scurry up to his bed. As much as he wanted to execute this plan, he knew better.

He had been assigned to the third floor for the rest of the evening. It seemed that McMillan gave the Hufflepuff Prefects a night off, leaving the remaining eighteen Prefects to patrol the castle. Remus hoped he was paired up with Donna Harvey for the night. She was a particularly fit seventh year Ravenclaw. He had been paired with her before a few times the previous year. She didn't take to him well, often snarling at him when he tried to speak to her and insisted he not bother her. Remus had no idea where her hostility came from, but it didn't bother him as long as he got to look at her when her back was turned.

However, Donna did not join him. His patrol partner for the evening was Lucas Kaluips, a fifth year Gryffindor. Remus had seen him about in the common room, but never spoke to the lad. By the excitement on the boy's face, he knew that was about to change.

"Hello!" he exclaimed, waving at Remus. "I'm Lucas. I know who you are, o'course. Friends with the class clowns, James Potter and Sirius Black."

Remus nodded and began to walk down the corridor. He was used to being "the other friend" when it came to people recognizing him. It didn't bother him anymore. Peter had the same thing happen to him more often than Remus did. James and Sirius attracted the spotlight that Remus wanted no part of. He was content with having such good friends. However, Peter did not share this view. He desperately wanted to be the center of attention, but was often shoved into the shadows.

Lucas followed Remus and continued to chatter. "I can't wait to take a bath in the morning. Is the bathtub really big enough to fit a dragon?"

Remus never came in contact with a dragon to confirm the comparison, but he did agree that it was like a swimming pool.

"Wicked!" the boy exclaimed. "Mum was so proud when I got my badge. Had to tell her what it meant, I'm muggle-born you see, and she was so proud, she bought me an owl when we went to Diagon Alley."

This seemed to be a common gift from parents when their child received the title. Remus told his pudgy partner that in celebration for receiving his badge, he was given Widget and hearty meal from his favorite restaurant.

"I named my owl Chewy, after a character in my favorite movie," he informed. "Do you know what a movie is?"

Remus' mother loved the wizarding world, but there were certain things she wasn't going to give up. Television, trips to the cinema, and telephones were on the long list. His father didn't care for it and often argued when she insisted that Remus be educated on how to survive in the muggle world as well as the wizarding one. Not only did he have his mother's influence, he temporarily attended a muggle primary school before he was bitten. Like his mother, Remus liked the muggle inventions. His favorite film was Willy Wonka and the Chocolate factory, though he did enjoy Monty Python and the Holy Grail.

Lucas seemed slightly disturbed by his taste in films. "Willy Wonka was a bit frightening, if you put it into context. I like Monty Python, though. Have you seen Star Wars?"

The two spent half of the evening talking about the muggle lifestyle and comparing it to wizard life. The topic didn't particularly spark an interest in Remus, as this was a common conversation at home. However, the perspectives between Lucas and his mum were certainly different. The pair eventually parted ways when Lucas thought he heard a sound coming from the opposite end of the corridor. He wished Remus a good night and went to inspect the source of commotion. Shortly after their departure, Remus' shift ended and he returned to his dormitory for the night.

* * *

The morning approached sooner than Remus would have liked. Frank Longbottom woke the earliest of them all and made enough noise to ensure that the rest of the sleeping Gryffindors were too annoyed to go back to sleep.

"Up! Up! Up!" he chanted brightly, as he cast a charm that sent their bed sheets flying across the room. "We've only got an hour before class. Better get a move on!"

After sending a small stream of cold water on Peter's face, he left the dorm.

Peter sat up instantly, drying his face with his sheet. "Dickhead!" he hollered. "I'll get him for that!"

"Pipe down, Wormtail," Sirius instructed, sluggishly swinging his legs over his bed. "We'll get him soon."

Remus thought this was unlikely. While James and Sirius were definitely brilliant and sneaky, Frank happened to be one of the top three students in their year, and very skilled in dueling and combat. Remus expected him to be the male Prefect for their year with his well-liked reputation with the teachers.

The boys got dressed as slow as they could. They didn't hate class, well, Remus didn't, but they had not slept off the damage of the feast from the previous evening. When they made it to the Great Hall, the whole school was buzzing about over toast.

Remus tucked in, eating much slower and much less than he did yesterday. He listened as James, Sirius, and Peter made nasty comments about Severus Snape, who could be seen sulking over his porridge across the hall. After a summer of scheming and plotting against the young Slytherin, the trio were itching to torture the unsuspecting student as soon as possible.

"Bit premature, don't you think?" Remus pointed out in between bites of bacon. "The day hasn't even started."

Sirius smirked at Remus. "He deserves it anyway."

Remus waved his hand, gesturing to Sirius to elaborate. "How could he deserve it? Look at him, he's eating porridge like everybody else."

James sneered, keeping his eye on the greasy-haired Slytherin. "He's breathing, isn't he? That's why he deserves it."

"Got to admire his bravery, though," Peter added. When he noticed Sirius' and James' bewildered looks, he continued with, "You know, for even getting out of bed in the morning."

Remus sighed deeply and was glad when McGonnagall came around handing out their schedules. He pulled out his own timetable and showed it to his friends.

"What the bloody hell is that, mate?" Sirius demanded, making a grab for the parchment. "Arithmancy?Alchemy? _Ancient Runes?_ What've you done!"

Remus told them the conversation he had with McGonagall and what it meant for him as far as joining them for their free periods.

"Hang on," James interrupted, making a grab for Remus' timetable. "How can she do that? Wouldn't you have to pass O. to get into N.E.W.T level for some of these? You've never taken Arithmancy."

"Who the hell would?" Peter jested, taking the schedule from James. "Least you've got Charms and Transfiguration with us."

Remus thought about what James said, and when McGonagall swept past him, he caught her attention.

"Professor," he began. "Shouldn't I have taken these classes before our O. ?"

McGonagall looked down at him through her spectacles. "Exceptions can be made, Mr. Lupin. Though you are correct, you should have had a basic understanding of these subjects before entering N.E.W.T level."

Remus' gaped at her. "Professor, how am I gonna manage all this?"

She placed her hand on his shoulder once more and said, "With a lot of studying and perseverance."

She walked off, leaving Remus miserable. He threw his napkin down and grabbed his things.

"Guess I'll see you guys later," he grumbled, snatching his satanic schedule from the tabletop. "I've got to meet Madam Pomfrey before class."

The meeting was almost pointless. They went over the same things every year. She would escort him to the Whomping Willow, where he would follow a tunnel that led into the Shrieking Shack that concealed his werewolf form. She wrote down some scribbles and let him go with a small truffle that he placed in his pocket for later.

He made his way to the dungeons where his first class was being held. He had been separated from his friends before due to conflicting schedules, but not like this. He only had three classes with them and with his new difficult course list, he would hardly have any time to see them.

When he entered, he saw that he was early for only five other students were inside. He spotted Lily and Rachel, and made his way towards them.

"Morning," he greeted, attempting to sound at least a little cheerful.

Rachel turned to him. A flash of confusion crossed her face, but was quickly replaced by a smirk directed at the redhead next to her. "Morning, Lupin."

Lily rolled her eyes at her extremely tall friend and smiled to Remus. "Good morning. Are you alone?"

Remus put his book bag on the floor and unpacked what he needed for Potions class. "Yeah, James, Sirius, and Peter are in Herbology."

Rachel raised her eyebrows. "Ooh, split up the dream team. How come?"

"McGonagall meddled with my schedule," he answered. "Put me in bloody ridiculous classes."

Rachel held out her hand expectantly. "Mind if I look?"

He did mind a bit. Sirius got on with Rachel on occasion, but Remus never really cared for her. She was loud and intimidating, but he really had no other reason to dislike her for he didn't know her. She was Lily's friend, after all. But so was Severus.

He handed over the schedule and stared at her in confusion when she began to laugh. "Lily, gimme yours," she demanded. With both schedules in hand, she grinned. "Looks like you two are gonna get on this year. Got damn near every class together."

Lily quickly snatched the two schedules and compared them. "Almost," she agreed. "I don't know how though. I didn't know you took Ancient Runes?"

Grimacing, Remus said, "I didn't. McGonagall pulled some strings to put me into it. That, along with Alchemy and Arthimancy."

"I don't envy you, mate," Rachel snickered. "Reckon she had a few bottles of mead when she wrote that up?"

"Seems like it, doesn't it?" Remus said through a bitter smile.

Lily snapped her head from the schedule and looked at Remus quizzically. "You haven't got books for these classes."

"Got to order them."

Lily pushed his schedule back to him. "You can share with me until your books come in. Unless, Potter or Black are taking Alchemy as well."

Remus slid his schedule into his pocket and thanked her for her offer. He looked around and saw that the classroom was quickly filling up with Gryffindors and Ravenclaws alike. When everyone settled in, Professor Slughorn appeared and gave a small speech to welcome them back to school and get them excited for the new year. He lectured a bit on Veritaserum and instructed them to brew the antidote by the end of the class period.

Lily took off immediately while Rachel and Remus sluggishly opened their books. When Remus looked up to light the flame beneath his cauldron, he saw Rachel staring at him with a devilish grin on her face.

"What?" he questioned, adjusting the height of the flame.

She shrugged her shoulders. "Nothin'."

Remus doubted this but returned to his cauldron. When Lily returned from the cupboards with the ingredients, Remus began to work. The table remained silent while the three Gryffindors diced and juiced, but on occasion he would look up to see Lily working furiously with her tongue sticking out, or Rachel waving her arms about in confusion when her cauldron sputtered.

"I'll blast it, I swear!" she hollered, pointing her wand at the sickening green sludge that filled her cauldron.

Lily peeked over and snorted. "Added too much eel tongue. Just add more trout scales and it'll be fine."

Rachel huffed and followed Lily's advice. Remus peeked over at Lily's cauldron and was relieved to see that his potion was a slightly cloudier version of hers.

"He's got an arse I want to bite into like a ripe peach," Rachel said airily.

Remus' head shot up. "What?"

"Look at him!" Rachel demanded. "So handsome he can water any lady garden with a single glance."

Remus followed her gaze and realized she was staring at some Ravenclaw boy whom Remus did not know. Quickly, he turned back around and looked at Lily who seemed too involved in her work to hear what was being said.

"I think I might be tearing up a bit," she continued, tilting her head. "Perfection, that is."

"Are you hearing this?" he whispered to her.

"Oi, if you and your mates can shout obscenities to girls, I can voice my admiration for a perfectly formed arse!" Rachel said hotly.

Remus looked at Lily with wide eyes and an opened mouth. She ignored his glance and shrugged as she continued to brew her potion.

For the remainder of the class, Remus listened as Rachel said things like "You know who's fit? Rory Shepards. I'd jump his bones in a milisecond!", "Camden Lardwig makes my belly fizz.", and "I want to lick his tongue."

Remus was not unaccustomed to hearing such talk, but it was surprising hearing it come from a girl, and even more shocking when Lily didn't interject or hush up her friend. Instead, she nodded or hummed a simple "Mhm" when Rachel asked her opinion of different boys.

Naturally, Lily received the highest praise for her impeccable potion. For the first time in a long while, Remus also was met with a long line of compliments for his work. When class was dismissed, Remus said see you later to Lily and Rachel and sprinted towards Charms where he would be with his friends.

Charms passed quickly to Remus' displeasure. He spent most of the time listening to James and Sirius fume about Serverus Snape's unwanted presence in their Herbology class. It so happened that Snape 'accidentally' shoved Peter into the Octopus Stinkhorn that sat in the corner of the room, earning Peter a visit to the hospital wing to recover from the ring worms that whelped all over his body. Remus knew he could not stop whatever revenge Sirius and James were planning, so he didn't even waste his breath to try to persuade them.

Peter, doused in a foul-smelling ointment, joined them for lunch. They ate their food hastily and Remus rested his head about the table in an attempt to sneak in a quick nap before the beginning of his next class. However, his plan was foiled at the startled screams of the surrounding students. Remus shot his head up and looked towards the mayhem. Severus Snape seemed to be glued to the wall by a mass of black tar. Pieces already in place, Remus lowered his head and napped on, leaving James to suffer the wrath of the Slytherin Prefect who charged their way.

Fortunately, Flitwick's only homework assignment was the chapter reading and review questions Remus finished over the summer. However, he still had an essay due for Slughorn over Veritaserum versus its antidote. Convincing himself that the essay was the only homework he would have to work on that evening, he made his way to the fifth floor for his Arthimancy class.

Instantly, he spotted Lily and sat in the seat she saved for him. It seemed that Rachel did not have this class and it didn't take but five seconds for Remus to discover why. He would have rather suffered through ten additional years of History of Magic with Professor Binns than to be in this class for another minute. He was so unbelievably lost, that he lost five points from Gryffindor for accidentally saying "Merlin's kidney's!" too loud when he laid his eyes upon the chapter content.

Miserable, Remus sat quietly for the rest of the period and tried to jot down as many notes as he could that he thought were even a little bit helpful for whatever he was trying to achieve. The 'magic of numbers' was not something he found thrilling, to say the least. Lily smiled sadly at him every few minutes, but it went unnoticed as Remus inched further and further towards insanity.

When class was dismissed, Remus bolted out of there. Lily followed behind him and grabbed him by the elbow.

"I can not believe she thought I could do this!" Remus exclaimed, making Lily jump. "The woman is mad!"

"Are you sure it wasn't a mistake?" she asked, twisting her tie nervously. "Arthimancy is wonderful, but it can be very difficult. Especially at this stage."

Remus shook his head, fuming. "No, it wasn't a mistake. I mean, it is but it's not. I want no part of it, yet McGonagall is _insisting_ I do it anyway."

Lily bit her lip and tentatively grabbed Remus' hand. "I keep all my notes. If you want, I can give them to you," she offered, tracing circles over the back of his hand with her thumb.

Remus looked down at their joined hands. James would die of fury if he saw them, yet Remus didn't care. He felt frustrated, angry, embarrassed, and a downright idiot. Oddly enough, this small form of human contact calmed him enough to return to a normal breathing pattern.

"I can't make sense of that gibberish," he said sadly. "I doubt notes written in it would help."

Lily chuckled and roller her eyes playfully. "I'll be there to teach you, of course. You can borrow my old books too."

Remus furrowed his brow and stared at her. "You would help me?"

She nodded. "Yeah. It might be a few days. I've got write my mum and tell her to send me them."

A sigh of relief escaped from Remus. Thank Merlin for her grade grubbing.

"Thank you," he said sincerely, grasping her hand. "Anything helps."

She smiled and shrugged modestly. "It's not a problem. We should get a move on or we'll be late to Alchemy."

Remus let go of her hand and the pair began to walk back down to the dungeons. Lily informed him that Rachel would not be joining them for this class either. The mention of her name brought something to Remus' attention.

"Lily Evans," he said sharply. "How is it that you turned down Crenshaw when Rachel is one of the crudest people I've ever conversed with in my life?"

Lily rolled her and bit back a smile. "I knew you were going to bring this up. I just knew."

"Of course I was going to bring it up!" Remus exclaimed. "Say what you will about James and Sirius, but I'll have you know that the conversations held in our dorm are not anywhere near that descriptive."

Lily's cheeks started to change shades. "I can't control what comes out of her mouth."

Remus smirked, knowing that she was catching on to his game quickly. "You didn't stop her though, did you? Now I know why you bought her that book, though I would suggest you stop encouraging her perversions or people will start thinking your mind is just as rotten."

"Are you finished?" she asked with a raised eyebrow.

He was enjoying this way too much to back down now. "If she talks like that in front of me again, I'll hex her into oblivion!"

Lily bumped her hip against an unsuspecting Remus, sending him staggering. "You've made your point!"

Regaining his balance, he laughed and shoved his hands in his pockets. "Bit different being on the other side, isn't it?"

Lily shook her head, still repressing a grin.

"I'm only joking, you know," he informed her. "I don't really mind her. Although, I certainly wasn't expecting to hear all that."

"You get used to it after a while, I suppose," she chuckled. "I never did apologize for last year."

"No, you don't have to-"

"I do," she interrupted. "Wrecked your nerves so bad you never spoke to me again. I've always felt guilty about it. I shouldn't have been so rude."

Not entirely sure what to say, Remus accepted the apology and assured her it wasn't anything to fret over. She smiled at this, and the two Gryffindors made their way down to the dungeons once more.

Alchemy wasn't as bad as Remus was expecting. Slughorn was over the moon to have Lily twice in one day, and gave Remus a simple hello. Luckily Alchemy was offered for six and seventh years only, so he did not feel like such a fool when he wasn't entirely sure about something. He didn't know what to expect at first, but was grateful that Lily seemed to be ahead of the class (as always) in her comprehension of the four basic elements and the transmutations of substances. Remus vowed to study hard for this class as well as his others, and exited the dungeon feeling in a much better mood than he did when he left his Arithmancy class.

"Not so bad," he commented as the marched up the stairs.

Before Lily could reply, They were met at the top of the stairs by Rachel, who was grinning smugly at a sour looking Sirius.

"Don't ever leave me alone with your mates again," Rachel warned Remus. "I'll have Pettigrew cursed inside-out if he doesn't stop messin' with me."

Remus smiled, wondering what could have possibly gone wrong in their class. "That bad?"

Rachel shrugged it off. "I suppose getting to stare at Matthew Collin's bum took the edge off."

Sirius snorted in disgust and stepped away from her.

"Been looking for you," Sirius said, clapping Remus' back. "Peter is beside himself. Can't get that bird conjuring charm down."

Sirius seemed keen on pushing Remus up the stairs. Before they were entirely out of sight, Remus turned to say goodbye to the girls and thank Lily for her help. When they were out of earshot, Sirius informed him of the real reason he went looking for Remus.

"James wants us to get food from the kitchens tonight. Wants to treat the team and get them excited for the next game," Sirius explained in a hushed whisper. "Both of us can't fit under the cloak anymore, so we'll need you to keep watch while we're in and out."

"Sure," Remus agreed. "I'll just swap floors with someone else tonight."

* * *

A/N: First off, I'd like to recommend to you all _**The Teacher** _by **RMoors, **where Remus Lupin has taken up a job at Harry's elementary school and all the drama that ensues. (Very good read and I'd check it out ASAP) Secondly, I know that this chapter seemed to drag on a bit, but I've got some plans in mind to speed things up. Let me know what you guys think. Feedback keeps me going. Lastly, it seems I'm a bit of a fibber, seeing as this is the second update this week. .-. Ah well, stay tuned!


	5. Patrol

As the week went on, Remus found himself buried in homework. Not only did he have to keep up with his normal classes, he had to catch up on three years of material and keep up with the fourth. He tried to bring it up with McGonagall, at least ask her why she didn't intervene in his third year, but she simply brushed him off and encouraged him to study and not question her.

So, for the first saturday of the year, Remus sat alone in the common room with all of his books open. He always considered himself to be a good student, always getting his assignments in on time with materials that earned a top grade, but he always made room for relaxing. It seemed that this was never going to happen this term. He hardly saw his friends for he was always nose deep into a book or scratching his quill furiously to complete his essay. He often spent his lunch periods and breaks as well as evenings trying to finish his homework well before the due date. This helped him make room for the excruciating subjects he had.

Lily spent quite a bit of time with him. He was beyond grateful for her help. She had not yet received her old textbooks from home, yet she still tutored him so he could have at least an idea of what he was doing. When she started joining him for lunch, Remus was amazed. For one, James didn't make any comments or verbally acknowledge her presence. Remus hoped he realized the importance of her help and kept himself under control. Another thing that shocked him was that Lily nodded politely to Sirius, who she often scowled at. They had enjoyable lunches together, and James slowly started to speak with her, keeping conversation well away from dating or commenting on her beauty. Remus and Lily were both grateful for this, and continued to work on their assignments.

But here he was, sitting in the abandoned common room with a table full of charts and symbols he hadn't a hope to decipher. He desperately wanted to join everybody down at the lake, or just sit outside and relish in the last few days of the summer season. However, he knew if he stepped foot outside of the common room, he would desert his homework and he could hardly afford that.

Remus read and reread the same page without absorbing any information. He was hopeless without having Lily walk him through it, but he had taken up enough of her time with spoon-feeding him the information, he couldn't possibly bring himself to ask her to give up her weekend as well.

He took a deep breath and began to read aloud. He made it through the page and realized he had bored himself and still hadn't paid full attention. Annoyed, he scratched his forehead and reverted back to a technique his mum used when she would home school him. He read aloud, this time using the voice of his favorite cartoon character, Donald Duck.

"Bridget Wenlock first discovered the magical properties of the number seven," he quaked as he scribbled notes down. "The origins of seven's power lies in the lunar cycle, which Wenlock discovered after stumbling upon a formula written in invisible ink."

He kept quacking aloud, noticing that this tactic certainly made a difference until he became too distracted by his excellent imitations skill and drifted from the library book.

"I'll never get this," he croaked sadly, leaning back to in the cozy armchair.

"Don't be so hard on yourself," Lily said, walking towards him from the portrait hole. "You're doing just fine, Donald."

Remus sat up immediately and pushed the arm-chair that sat opposite from him for Lily to slide into.

"Heard that, did you?" he smiled, ignoring the heat that rushed to his cheeks.

"You can do it better tha I can," she complimented, sitting in the plush armchair. "I always liked Donald, though Goofy made me laugh the hardest." She held a large brown package in her hand and smiled widely.

"Look what I got!" she sang, ripping open the parcel.

As Remus expected, a large stack of books were revealed along with a massive collection of parchment. He smiled, though he couldn't suppress the dread of knowing he would have to put many more hours into studying with this new arrival.

"Thanks," he said, grabbing _Magical Hieroglyphs and Logograms_. "I'd be dead in the water without your help."

A small smile remained on her lips. "Don't worry about it. What shall we start on first?"

Remus' furrowed his brow. "You can't stay," he blurted. Lily raised her eyebrows at him, but he quickly recovered. "It's too nice outside. Go on, it's the weekend."

Lily shook her head in protest. "Not a chance. Like you said, you'd be lost without me."

Remus frowned. "You've helped me all week," he argued. "I'm sure Rachel's beside herself without having you around as much."

He was slowly getting used to Rachel's grittiness and sometimes found himself chuckling when she would commentated her desires for the surrounding males she deemed worthy of her gazing. Lily noticed he was warming up to her and would raise her eyebrow when he would finish teasing her.

Lily's smile remained. "Actually, she's been hanging around with Sirius and James as far as I know."

This came as a surprise to Remus. Had he really been out of it that much to not even notice she had got on with his mates? A twinge of guilt began to harvest in the back of his mind. He would have to set aside some time for them.

"Right, we better get started then," he sighed, opening the Ancient Runes textbook he had been holding.

Hours passed and Remus could feel his brain sizzling like a fried egg. Lily was a fine teacher, but the subject matter was so complex and boring that he only paid attention to the vitals. He continued to listen with his elbows propped up and his hands squashing his cheeks to keep his lolling head up right.

"You're bored," she stated sadly, lowering the chart she had been pointing at.

"No, not bored," Remus lied. "Just in a desperate need of a break."

Lily slammed the book shut and sighed. "Lucky for you then, because I've been bursting to show you something."

Curious, Remus sat up and eyed her in wonder. She produced another package from behind her back and handed it to him. He took it cautiously and unwrapped the flat parcel.

"I asked for something else besides my books when I wrote home," she said nervously.

Remus peeled off the brown paper and gasped involuntarily. In his hands he held three albums that he knew were priceless. A smile spread across his lips so wide that he could feel the crease reach his ears.

"D'you like it?" she questioned, growing her own grin.

Remus nodded, unable to say anything else. He eyed the record player that sat on the desk a few feet away, but couldn't for the life of him pick which band to play.

"I figured it'd help you relax a bit with all the work we've got to do," she continued happily.

"You have no idea," he chuckled. "Really this is amazing. Thank you." He decided on the New Orléans Rhythm Kings and put it on the player and sighed in happiness as the music began to play.

"Gonna show me your dance moves?" she asked with raised eyebrows.

"I can't dance by myself," Remus snorted. "Bit pathetic, especially if you're just gonna sit and watch me."

"Oh c'mon," she continued. "Just show me a glimpse of what you got."

Remus pursed his lips and thought about it. He never really danced, only swayed or jumped like everyone else at a party. His mother made him take ballroom lessons when he was younger, but he repressed that memory so deep that even the thought of it made him gag.

In the end, he decided he'd enlighten her. It was a break after all, a chance to have fun. So he began to do the twist and shook his body about, hoping that it looked just as silly as he intended. Much to his delight, Lily quickly slapped her hand against her mouth and struggled to conceal her giggles as he did the sprinkler, the lawn mower, and the jitterbug.

He paused and waved his arms to her, gesturing her to take the floor. Instead, she remained seated, stifling her laughter.

"That's something else," she said finally, biting the inside of her cheek. "Does anyone else know you can dance like...that?"

Remus shook his head with an overlarged grin plastered on his face. "No, like you said in your letter, I'm not much of the dancing type."

Lily shook her head, finally giving in to a few giggles. She joined him by the player and started off just as he did with the twist and instructed him to follow her.

"Don't move your arms like that, you look like your fighting off bats," she laughed.

Remus continued to follow her pointers and gave her the impression that his silly dancing had been his true and honest attempt. When she praised him for not looking like a convulsing mental patient, he felt a bit of confidence shoot through him. Suddenly, he broke out in to the Charelston, jumped around doing the Lindy hop, and even got down a bit on the jive. Remus watched as Lily's fit of giggles flashed into shock and amazement. This only increased Remus' energy to keep going, knowing that he properly imitated the moves he had seen on the television as a child.

Out of breath, he finally came to a hault and smiled at Lily who had her arms folded over her chest and her mouth hanging open.

"You tricked me!" she exclaimed. "You can dance just fine!"

Remus grinned. "Never attempted it, honestly. Well, not swing at least."

Lily shook her head and playfully nudged him. "Unbelievable."

"You're not bad either," he said honestly. It was true, he did not mind seeing her shake her hips. He'd rather her be wearing those blue shorts she wore at Diagon Alley to fit her form better, but the view was nice anyway. "Could move those hips a little more."

She rolled her eyes and snickered. "Maybe, but we should probably get back to work. Or snag some lunch, I'm starting to feel hungry."

At the mention of food, Remus' stomach gave a low grumble. He woke up too late for breakfast and immediately went to work without eating. He held his stomach and nodded to Lily. "Food sounds wonderful."

They gathered their things and Remus returned his stuff to his dorm, placing the albums with extra care in his trunk. When he made it back down to the common room, he saw Sirius and Rachel standing with Lily in front of the fireplace.

Remus joined them and nodded toward the portrait hole. "We were just going down to eat. Want to join us?"

Sirius stared at Remus in bewilderment and did not answer immediately. Rachel, however, was quick to reply.

"Lookin a bit sweaty, Lupin," she smirked. "What are you two up to?"

Remus looked to Lily, who was shooting daggers at Rachel with her piercing green eyes. "Studying," he answered. "Ancient Runes makes me ill."

Sirius rolled his eyes and muttered something to the ceiling.

"Came up to find you," Rachel continued, ignoring Lily's murderous gaze. "Wanted to pull you away from the studies and eat with us."

The three Gryffindors agreed to dine together and made their way to the great hall. James and Peter were already stuffing their faces with club sandwiches when they sat down. Remus took his spot by Sirius and Rachel and Lily sat opposite of him.

"I feel like I haven't seen you in ages, Moony," James said through a mouthful of bread.

Remus agreed and the six Gryffindors made light conversation as they ate. Remus promised James that he would be set aside at least one break to assist him with some top secret plan that he and Sirius were cooking up. He ignored Lily's glare and continued with his sandwiches.

before they parted their ways, Lily told Remus to find her when he was ready to resume his studies and forbid him to start without her. He promised and marched outside with his friends, inhaling the fresh air.

"I think she's warmed up to you, Prongs," Sirius said, patting James on the back. "She hasn't called you any foul names for a few days now."

"Yeah, but she hasn't talked to me either," he frowned. "Has she mentioned me, Moony?"

"Honestly, Prongs, we really don't talk about anything else besides school work," Remus answered, loosening his tie. "Padfoot is right, though. She hasn't been hostile lately."

"I guess that's something," he shrugged. "This route is so annoyingly slow."

The boys sat beneath a large tree and watched as the girls splashed their feet in the lake.

"I think it's time you start chatting her up," Sirius said.

"Nah, I'd give it a few more days," Peter chimed in. "It hasn't even been a week yet. You want her to think you've actually changed."

Sirius threw a rock at Peter and tried to his best to have a completely nonverbal conversation with him. They seemed unaware that Remus was watching. What he gathered from it was that Sirius was displeased that Peter said that and was encouraging him to either keep his mouth shut or push James to towards asking Lily out again.

"I suppose," James sighed. "Moony, how confident are you in potions?"

Remus shrugged. "I do alright, I suppose. Why do you ask?"

James exchanged mischievous grins with Sirius. "We've got an idea."

* * *

Remus and Lily agreed to pair their patrol schedules so they could spend the evenings quizzing each other while they roamed the corridors. It wasn't a bad way to pass the time but Remus could think of many things he would rather be doing than discussing the significance of the acromantula in the study of ancient runes.

So, on a particularly uneventful night, Remus steered away from the script and decided to ask Lily some questions that did not pertain to their academics.

"What was the first pet you had?" he questioned, placing his hands in his pockets.

"I'm sorry?" she asked, furrowing her brow in confusion.

"I told you about Dot, my old puffskein," he said. "But you never told me about any pets you've had."

"Oh," she chuckled. "Sorry, I didn't what you were asking. We always had a dog in the house. My dad's had bloodhounds ever since he was a child. Copper has lived in the house longer than I have. Although, the first pet that was mine and only mine was a turtle I named Dexter."

Remus always wanted a dog, but after Dot was eaten, his parents decided that the only animal that was going to be in the house was Remus and occasionally, an owl.

"Widget is the only pet I've had since Dot," he said. "He's a good owl but he's very talented in developing an attitude over a short period of time."

"I didn't have an owl until my third year. Petunia has always been afraid of birds and mum didn't want her to be scared in her own house. I saved up and bought my own eventually. I keep Maple in my room when she's not out hunting so Petunia doesn't make a fuss."

Remus chuckled lightly, imaging a young girl peaking around corners to make sure she didn't come in contact with a winged animal. His mother was the same about snakes, but it was a common fear. If he was being completely honest, Remus wasn't all too fond of snakes either. When he shared this information with Lily, she giggled.

"So even an image of a snake creeps you out?" she asked.

"No," he answered, shaking his head. "It does my mum, though. A photo, a toy, anything that looks like a snake sends her into a fit."

"I've never been a fan of spiders, though I suppose no one really is," she said thoughtfully.

The pair continued to talk about their experience with animals and what sort of creatures make their skin crawl. Lily told him a story about a trip to a café in America that left her mum terrified of Earwigs. From what Lily was describing, he could not blame her. if something that frightening came crawling out of his food, he'd panic as well.

After a few more interesting stories, they finally rounded to a subject that had been an interest to Remus for a while now.

"I was seven when I started to notice I was different. One of number seven's magical properties, Remus!" she reminded him, poking his shoulder. "Anyway, I was seven and things would just _happen. _One of the first incidents occurred when I had been upset about something at school, and sat in the garden crying. Suddenly all the plants began to wilt. All of them, as if they were swept by an invisible plague. Mum was distraught because she put a lot of work into making it look nice and couldn't find an explanation for it.

"I'm telling you, Remus, I _watched_ them," she continued. "The next day went really well. I came home and mum announced she would be making chocolate cake for dessert. And as I passed the back door, I saw all the flowers that were wilting the day before, had popped right back to life."

"Yes, well amplifying plants would be shocking," he smiled. "And that's how you knew?"

The smile Lily wore from reliving her story faltered. "No," she answered. "Severus told me."

Remus did not hide the shock on his face well. He Knew that Lily and Snape had been friends since first year, but he had no idea that they knew each other before school. When he first saw them on the train, he figured that they bonded on the platform, much like Remus did with Sirius and James.

"You knew Snape before school?" he asked, trying to recover from the shock that must have been written all over his face.

She nodded. "Yes, he lived across the river. He saw me showing Petunia these tricks I discovered I coud do. That's when he told me I was a witch, though I just thought he was being rude and calling me names."

"How did the two of you become friends, then?" he knew he was toeing the line, but he couldn't help himself. Suddenly Lily's insistence on protecting Severus made much more sense than he could have ever imagined. Although, it did not explain his horrible behavior the previous year in front of the lake.

"He begged me to listen to him, to the stories he had about Hogwarts, Azkaban, and Diagon Alley. It was so fascinating that I didn't care if he made it all up," she chuckled. "When I got my letter, I was over the moon. We both were. Petunia, however, was not.

"She always called me a freak," she muttered. "Even before I knew about Hogwarts. But that was when we really started to split. I was going somewhere without her and she hated me for it. To this day I try to tell her how desperately I want to share this with her, but she won't hear of it. She won't even share a room with me if she can help it."

Remus was beginning to feel very guilty now. His nosy behavior launched Lily down a boulevard of sorrow. He thought it better to change the subject, perhaps tell her about the time he accidentally set his mother's skirt on fire, yet when he attempted to speak, she cut him off. By the grief stricken expression on her face, Remus began to doubt that she remembered that he was standing next to her.

"I thought I would have Severus," she continued. "Even though we were sorted into different houses, we still saw each other as much as possible. We were still close. But then he started hanging around with Avery, Lestrange, and Malfoy. He began to imitate them and adopted their vile agenda.

"I told him he losing himself in the dark arts and that I didn't like it, but he didn't listen. He would only say that I could hardly speak, for I associated with people far worse than Avery. Potter, so arrogant and cruel, Black, who betrayed his blood and mercilessly bullied everyone, and you, a wer-"

His heart was thumping loudly against his ribs. So loud that it covered up the racket of his stomach launching itself into his throat. He knew what was on the tip of her tongue, he heard it.

However, Lily continued hardly missing a beat. "-a weird and silent brooding boy, who turned the other cheek when his friends were concerned."

Although he was impressed with her save, he was hardly listening now for he was too caught up in his own thoughts. She knew and so did Snape. The thought of Severus knowing what he was made him break into an uncomfortable sweat. The little twat was as sinister as the devil himself and Remus could only imagine how he would use this information to destroy the only chance at normalcy Remus had.

However, something didn't add up. Lily was recounting the events before her falling out with Snape the previous year. If they knew for a whole year, why hadn't Snape pulled the plug? He supposed Lily was demanding he keep his mouth held shut, but this offered little explanation. Lily despised Snape now. Why would he honor something that was long lost and had the power to unravel someone he obviously detested?

"That's why I was so adamant about you disciplining Potter and Sirius." Her voice was so low now that Remus could barely hear her. Though, He contributed that to his thundering heart.

"I couldn't let him be right," she added. "You lot were nowhere near as horrible as his ring of friends, but I couldn't let him call me a hypocrite. I wanted him to see that what he was getting into was wrong and _evil, _but he wouldn't listen!"

She let out a great huff. "I can't help him now. He made his choice."

Remus could hardly care less about Severus at the moment. In fact, he was thinking of many ways to scare him into keeping quiet about Remus' lycanthropy. However, he was pulled from his thoughts as he saw Lily hastily wipe a stray tear from her cheek.

His stomach dislodged itself from his throat and dropped to his toes. Even though she spent this whole time ranting about it, Remus did not know the extent that the situation effected her. As much as he loathed Snape at the moment, he imagined that Lily currently hated him more than he did.

"It hardly seems right," he said quietly. "To come to such a wonderful place at the price of your loved ones."

Lily chuckled darkly, wiping another tear away. "And for what? To turn a rat into a wine glass?"

Remus was at a loss for words. He had never seen Lily so dissolved. She was always confident, radiating personality whether it was happiness or a raging temper. To see her crying and truly hurting disturbed Remus greatly.

She stifled a sob and continued to furiously wipe away the stream of tears that made a path down her face. Taking in a deep breath, her expression hardened.

"No," she said forcefully. "If they really loved me, either of them, they wouldn't desert me for being different."

He cursed himself for bringing up a subject he should have known would have been delicate. Too late to take it back, he could only try to lift her spirits.

"You're right," he agreed. "That's why you've got to surround yourself with people who don't care if you're different. That's why I have James, Sirius, and Peter. They don't care about how silent and brooding I am."

He grabbed her hand, which was still slick with tears, and squeezed it lightly. "It may not seem like an exciting offer, but you've got me and Rachel. I don't mind if you come to me with a problem. Merlin knows I owe you a tremendous amount for you kindness and good note keeping," he joked, sending her a warm smile. "I'm here if you're ever in need of another pair of ears."

At this, a new line of tears made passage down her flushed cheeks. Before he could brace himself, Lily launched herself at him, nearly knocking him over. Unsure what to do, he patted her back as she sobbed 'thank you' into his robes.

"I think we should get you some tea," he suggested, politely peeling her arms from around his waist.

"Thank you, but I think it's a little late," she said, once again clearing her face of excess water.

Remus grinned. "Nah, I think I know a way."

Lily disapproved of the idea, but as they got closer to the kitchens, she voiced her concerns less and less. When they entered, Remus was greeted with enthusiasm, which made Lily raise her red eyebrows at him.

"Come here often?" she quizzed, folding her arms over her chest.

"Gonna report me?" he challenged.

She shook her head, hiding the small smile that threatened to appear.

* * *

A/N: And there we have it, another chapter! I'm running on two hours of sleep because I had the sudden motivation to type this up at 4am ._. Anyway, I'm hoping yo get things really moving here soon, but my chapters keep changing every time I open the document. So, leave some love and I shall be back in a few days with another installment!


	6. Ill

As the weeks passed and September came to an end, Remus found that things were looking up for him. His many hours of suffering paid off when he received his scores from the first round of tests in his classes. His core classes were well on the higher end of the grading scale, along with Alchemy. Though his marks for Arithmancy and Ancient Runes were not in the same neighborhood, they were still passing, and that's all he could have hoped for. Lily was not so satisfied and insisted he keep up the hard work. However, she did allow him a small break to whip out one of his recently acquired albums.

Lovely, spunky, hot-headed Lily. Remus had been in her company more than anyone else in the past month. In fact, they spent so much time together that she even made small and innocent cameos in his dreams. After seeing her cry, they developed a certain bond that Remus only held with three other people. He saw her in a vulnerable state, and by allowing him that glimpse without pretending it never happened afterwards, Remus knew that she trusted him at least a tad more than she had before. They worked it into their routine to sneak into the kitchens after their shift ended to have a cup of tea before they retired for the night. Lily wasn't so keen to coin this habit, but after a few late nights and silly conversation, Remus had a feeling it became one of her favorite parts of the day.

Remus would be lying if he said he didn't enjoy his time with her. Now that the boundaries were pushed a little further, he felt a sense of comfort when he was around her. She was fun to tease, easy to make blush, and always had interesting stories about her first few years at Hogwarts. Remus' favorite tale was when she entered the toilets, oblivious that it was occupied by Moaning Myrtle. When Lily gasped in shock at seeing a ghost upon opening the stall door, Myrtle went into hysterics ranting about how loathsome the world was and how painfully ugly she was even in death. Remus thought it was hilarious she had been bullied by a ghost just for inhaling a sharp breath.

Although, not everyone was pleased with Remus' constant company. He pretended not to notice, but it did not escape his attention that Sirius and Peter often exchanged worried glances when Remus and Lily sat together in the corner of the common room or were found in an empty class room during break. He made it very clear that the only thing they talked about was Ancient Runes and Arithmancy, however the two boys continued to share their suspicious looks when Remus wasn't looking.

No matter how much he tried to enjoy this time, he was faced with the inevitable full moon that was rapidly approaching. Remus lost quite a bit of sleep over the last two weeks. He promised James he would contribute his efforts to the plot James and Sirius had cooked up. He had to admit it was a stroke of genius and immediately began his part of the assignment. Normally Remus would reluctantly agree, but after he found more about the oily bastard, he decided that maybe pitching in this time wouldn't be too bad. Unfortunately, the energy used to put the plan in motion left Remus drained and in very bad shape.

The two mornings before the full moon, Remus sat with his friends at the Gryffindor table for breakfast. Along with James, Sirius, and Peter, he was way too excited to eat. This caused questions from Rachel and Lily, who sat a farther down the table.

"Feelin' alright, Lupin?" Rachel quizzed.

Remus shrugged. "Yeah, why?"

"Barley touched your food," she pointed out with a nod. "Usually I gain weight just watching you stuff your face."

He smiled and pushed his plate away. "Not that hungry I suppose."

"Here he comes!" Peter announced.

The four boys watched intently as Severus Snape sat down at the Slytherin table. It took weeks for Peter to observe the eating habits of Snape. He took some porridge with an unbuttered slice of toast in the mornings, and sat at the last table with his slimy friends. To ensure that their plan would work, Peter transformed into a rat one morning and popped out of the porridge pot that sat upon the Slytherin table. The others were put off by seeing a filthy rat bathing in their food, but the next morning, Severus went back to eating it while the others shuttered in disgust.

The boys held their breath as they watched the young Slytherin pour himself some pumpkin juice and pile a spoonful of porridge into a bowl.

"Just do it!" Sirius hissed through his teeth.

And he did.

After taking a bite of his breakfast, Snape spit it back out involuntarily as he began to violently foam at the mouth, leaving a trail of red bubbling fluid down his front. He opened his mouth to speak, but the only thing that came out was the loud crackling of what sounded like fireworks erupting in the back of his throat. The others gasped, thinking he had been poisoned, but as he shut his mouth, hoping to contain the never-ending solution and deafening bang, his nose began to drip with the same red concoction and the blasts began to emit from the fizzing substance.

The rest of the hall roared with laughter as Snape's few friends tried to find a way to cure him. Each multicolored spell Avery shot at Snape to subside the leak only increased the volume of the racket issuing from Snape. Livid and still oozing, Snape took off to the hospital wing leaving a trail of crackling mess behind him.

Everyone enjoyed the scene, and the boys congratulated each other on successfully creating a liquid potion that would create the effect that the rumors about pop rocks and carbonated beverages predicted, in a harmless way of course. Remus was praised for his extensive knowledge in the science of Alchemy and thanked for his contribution to the potion and some of the charms.

However, the only one not enjoying the display was Lily. She threw down her fork with a loud clang and stalked off into the entrance hall.

Suddenly feeling guilty, Remus excused himself from the table and went after her. He shouted her name down the corridor and up the moving staircase but she did not wait for him to catch up.

"Go away, Remus!" she commanded, marching on to the third floor corridor.

"Not until you tell me what's wrong!" he returned, lengthening his strides. "It was a completely harmless potion! He will be fine!"

Lily came to an abrupt stop and spun on her heels to face him. Her cheeks were as red as her hair. "How _could _you?"

"He's fine!" he insisted. "It was only Pop Rocks. Sort of."

"I don't care what it was!" she fumed. "After everything I told you, you think it's okay to join in on harassing him?"

Although he phrased it differently in his mind, that had been the general motivation behind his involvement. "He was horrible to you. I wanted to give him what he deserved."

This didn't seem to be the right answer as the hue in Lily's face darkened. "That hardly justifies it! Antagonizing him will not make it better for anyone!"

He took a sudden interest in his shoes and glared at the floor beneath them. Remus knew Lily would not approve of the stunt, but he was not expecting rage from her. Although he couldn't explain why Lily would continue to protect such a git, he should have known she would. As good as his intentions were in the circumstance, he knew he had to apologize. Although, his potions work was bloody fantastic and he wasn't going to apologize for that.

He looked up at her and frowned. "I'm sorry, Lily," he said. "I meant to do it in your honor, but I realize it's not something you would approve of."

"Certainly not," she agreed, folding her arms over her chest. "If you want to do something for me, you can ignore him just the same as I do. It works brilliantly."

She stormed down the hall, leaving Remus behind.

When Remus entered the Defense Against the Darts Arts classroom, Frank Longbottom greeted him with a smirk.

"Lovers' quarrel?" he mused.

"Piss off," Remus growled, unpacking his books for class.

"Looked a bit suspicious. Just sayin', mate," he shrugged

James lip curled into a snarl. "You can stop saying."

Sirius attempted to lighten the mood by congratulating Remus once again on his handiwork and said that his time with Evans was well spent if she continued to teach him tricks like that. This did not cheer up Remus and sent James into a particularly sour mood. However, they both quickly recovered when Professor Newman began to lecture on Inferi.

As the day passed on, Remus began to feel worse and worse. Even though he was placed in high spirits this morning, the memory was pushed from his mind as the evening of his transformation drew nearer. His mood became bitter and his skin felt as if he was covered in centipedes. Peter picked up on Remus' discomfort and offered to take notes for him while he snuck off for a nap. Remus declined, but knew in the back of his head that he would most likely ditch his classes the following day.

When he first came to Hogwarts, Remus only missed the morning classes that took place the day after his transformations. With the help of Madam Pomfrey and a few of her foul-smelling potions, he was back in class by lunch. However, as he grew older, it became more difficult to bounce back from his evening activities. He caused more harm to himself, was subjected to animistic instinct and hormones, and his form was much larger than it was when he was eleven. He tried his best not to miss too many classes so suspicions held by his peers would not be fed, but there were some times were he felt so horrible that he took an extra day or two to recover, or in this case, prepare.

Remus entered his Arithmancy class and was not greeted by Lily. She kept her green eyes directed at the book on her desk, and did not acknowledge him as he took his seat next to her. Remus wasn't too bothered by it for he was too distracted by the discomfort he felt in his own body. As the class droned on, he found it difficult to focus. Someone in class doused themselves in an unpleasantly scented perfume, giving Remus an unwanted headache. Miserable, he laid his down on his desk and tried his best to ignore the unbearable itch on his back until class was dismissed.

"You look a bit green," Lily commented, pressing her cold hand against his clammy forehead. "Should you see Madam Pomfrey?"

Remus shook his head, wishing she kept her icy hand on his face. "I'll be fine," he muttered through his elbow.

Lily frowned, but continued to gather her things. "You know, if you don't make it to Alchemy, I can take notes for you."

Again, Remus shook his head. He flopped around and gathered his things, trying hard to ignore the throbbing pain in his knees. "I can manage."

However, he fell asleep while Slughorn preached about the true goals of alchemy. As much as he liked the idea of replicating the Sorcer's Stone, he thought it impractical that he could somehow manage it if he furthered his studies and became a full time alchemist as Slughorn was attempting to motivate them to do. Instead, Remus found comfort in resting his eyes. Lily tried to nudge him awake, but after a while, she deserted the practice as Remus continued to snooze next to her.

Trapped between Slughorn's echoes and a dreamful sleep, Remus' thoughts wandered to Marina Muet, a busty Ravenclaw who sat a row in front of him. His senses were heightened enough that he could smell her pomegranate shampoo if he concentrated. He didn't care for the scent, but concentrated on picturing her in the shower running her hands through her black, soapy hair. She was elegantly pale with blue eyes that shone like sapphires in firelight. He could picture them welcoming him to touch her.

Together under the steaming water, Remus imagined himself kissing her slender neck, letting his hands roam over her tremendous breasts. Letting his self-control diminish, he bit her neck playfully, making her sigh in pleasure. Encouraged by her giggles, he bit her again, except this time Marina was not giggling.

"Not so rough!" she hissed, smacking his shoulder.

Remus didn't listen. He bit her again, sinking his teeth into her shoulder. She screamed and tried to wiggle away from him, but Remus' grip tightened around her waist, keeping her in place. He felt his body grow past seven feet as he continued to ravage the brunette, spraying the stall with blood.

Suddenly, Remus woke with a jolt, causing Lily to jump in her seat. He could feel the burning heat crawl up his throat and he knew he had a matter of seconds to clear the room before he spewed the contents of his stomach all over the poor girl in front of him. Hurriedly, Remus sprang to his feet and bolted out of the classroom, ignoring Slughorn's questions and the confused gasps from his peers.

In the safety of the empty corridor, Remus launched his face into the nearest corner and barfed until there was nothing left within him.

Remus never had any memories of his late night rendezvous when he woke the next morning, but when he had dreams like this, he couldn't push the sickening feeling out of his head. Unable to cope with his desire to maul, he usually ended up with his face in a waste basket. Remus Lupin, the boy, was not a murderer. Remus Lupin the wolf, however, no one really knew. Of course, Remus was not an idiot. He was very much aware that without his human senses intact, he was undoubtedly a killer like the rest of his kind during their transformations.

Along with everything else in his body, his sexual drive was definitely out of whack and extremely overactive. A sense of dread began to fill him as he recounted the dream. He hoped his body didn't give any hints about where his mind wandered. He promptly cleaned the sick with a simple charm and sat behind a tapestry for the remainder of the class period. He did not want to have to explain himself and he certainly didn't want to do any work.

When the bell rang, Remus emerged from the tapestry and made his way to the classroom where he abandoned his possessions. However, he barely made it around the corner before Lily came charging at him, her arms full with his things.

"What happened?" she gasped. "You nearly gave me a heart attack jumping around like that!"

He kept his gaze down as Marina passed him, oblivious to his presence. Remus took his bag from Lily's arm and shrugged. "Felt a bit sick. Lunch didn't sit right, I suppose."

Lily continued her brisk pace down the corridor. "I told you that you should see Madam Pomfrey!" she huffed. "I was thinking of waking you up to take you before you left. I thought you were about to drown in your own sweat."

Remus felt a twinge of heat rise in his cheeks. "Sorry about that. It's really nothing."

"Don't be silly," she snapped. "Nobody vomits in the middle of class and pretends its nothing. You need some rest and a simple restoration potion."

Remus didn't argue with her or change directions when he realized she was leading him toward the hospital wing. He felt oddly flattered by her worry even though she was still upset with him over the morning's display.

When they reached the door to the infirmary, Lily gingerly patted his shoulder.

"I'll take notes for you if you're still out tomorrow," she assured him. "I'll tell your friends that you've fallen ill, although I'm sure they already noticed. "

He attempted a smile. "Thank you."

She removed her hand from his shoulder. "Nothing to thank me for. Just go on in and I'll see you when you're better."

Remus slept under the watchful eye of Madam Pomfrey for an hour before Sirius, James, and Peter barged in and demanded to see him. Remus wasn't too fond of the idea of visitors, and was grateful when Madam Pomfrey shooed away the three ornery boys out of the infirmary. As much as he enjoyed their company, Remus wished to sleep for the rest of the day. And, if possible, all through the next.

* * *

A/N: Sorry this took me so long! I had an exam every day this week (two of them were finals!) ._. I know it's short and not up the the standard I usually aim for, but I figured it had been so long that any word would be better than none. I'll probably rewrite and edit it later. Thank you guys for sticking with me! Feedback would be appreciated! Hopefully I will have the next chapter up within the week!

(I added in the dream because it kind of bothers me when people portray Remus as innocent and oblivious. He's a male with an extra set of raging hormones. So, that's where the dream came from. I know it's not my best, but I figured it needed to be mentioned.)


	7. Lunch

An unwanted chill swept across Hogwarts as the temperature dropped considerably over the weekend. Remus had to drag himself out of bed and cast a heating charm on his clothes to keep him toasty while he sat through double potions in the characteristically dreary dungeons.

He felt loads better after his transformation. When he awoke in the infirmary the next afternoon, he was informed that only a few fingers were broken and a couple ribs cracked. After a few hours with the skilled healer Madam Pomfrey was, he was as good as new, although a tad sore. The chocolate cauldron that Lily left on his bedside table cheered him up when he saw it, and even more when he bit in to it. Nothing comforted him like food did on the morning after a rough night.

Things seemed to have patched up on their own between Remus and Lily as he ate dinner the evening he was released from the hospital wing. James tried to mask his jealousy as he implored her about why she was still angry with him, but not Remus, who in fact was the source of the idea.

"I think karma already took care of him," she answered with a simple shrug. "You, on the other hand, haven't shown a hint of remorse."

Sirius filled him in on the events he missed with his near three-day absence. Apparently Severus Snape did not find humor in spiking his porridge and was eagerly awaiting revenge.

"If Wormtail hadn't spotter him lurking behind that suit of armor, he would've hexed me while my back was turned," James ranted. "Prick wouldn't dare duel me. He's too much of a coward."

Remus wasn't looking to relive events of their first year, when James and Snape decided to try out some spells with the other's consent. James was put into the hospital wing to regrow his teeth, while Snape was treated for a rapidly swelling body due to a stinging jinx. They both won themselves nearly a month's detention, and if Remus was perfectly honest, he felt that James certainly got the worst end of the duel.

As a part of recovery, Remus ate as much as food as there was to offer, even stealing some of Peter's bacon. Lily and Rachel didn't even try to mask their horrified stares as they gaped at him from further down the table. Remus didn't care. He ate with the manners he was taught, but had to shove it all in quickly or he would be late to class. Even then, he took some toast topped with jam and eggs as he walked to the dungeons.

"I envy you," Rachel grumbled as she watched Remus stuff the rest of his breakfast into his mouth. "I can't even look at you without feeling all those calories goes straight to my arse."

Lily agreed with a vigorous head nod, and Remus tried not to laugh as he swallowed the remainder of food that he stuffed inside his cheeks.

Today seemed to be nothing more than a lecture day as Slughorn bored them with poisons and their antidotes. It wasn't until the last half hour of class that they were instructed to brew antidotes for Sennocidic poison, which caused the unfortunate effect of diarrhea. Unwilling to make a disaster of the potions classroom, Slughorn agreed that instead of testing the potion on a subject, a simple color test will suffice.

With Lily by their side, Remus and Rachel received higher marks each week as they got better at copying Lily, no matter how fast she tried to go to throw them off. He was still far from the potions master prodigy she seemed to be, but it was better than what he was when we was paired with the rest of the Marauders. Somehow Peter always managed to wreck his potion, often causing the failed solution to boil uncontrollably and spew droplets into his cauldron, causing him an unwanted mess as well.

Delighted by the simplicity of the days lesson, Rachel expressed a better mood than normal. Remus tried to block out her usual vulgarity about the appendages of the surrounding males, but something made his ears perk.

"Oh my god, Lily!" Rachel gasped, throwing a hard fist in Lily's general direction.

Lily was punched in ribs, causing her to double over and drop an extra spleen in her cauldron. "Look what you've done!" she shouted, motioning to her now scarlet potion. "We haven't got much time left and now I've got to fix this!"

Rachel didn't seem to hear her as she kept slapping Lily's arm impatiently. "Lily. Lily! He's coming over here!"

Remus turned his head, but received a sharp kick to the shin.

"What the bloody hell was that for?" he swore, rubbing his throbbing leg.

"Don't look at him!" Rachel hissed.

Remus scoffed at her and continued to nurse his wounded leg. After a few more seconds of Rachel's babbling, she suddenly shut up and stared at Rory Shepards, a Gryffindor in Remus' year.

"Lily, do you mind if I borrow your scales?" he asked sweetly. "Marty reckons his are off by a bit. Keeps turning his potion pink."

Lily smiled and nodded. "I won't need them for a while, so feel free to use them as long as you like."

Rory grinned and reached for the brass scales. "Thank you."

When he returned to his table, Remus watched as Lily's cheeks changed hue to match her dark red hair.

"You're joking," Remus gasped, eyeing the redhead suspiciously. "Rory Shepards?"

"What about him?" Lily questioned. Her attempt to sound aloof failed, and she kept her head bent over her book.

"You fancy him!" Remus exclaimed. His other shin began to throb as he received another kick from Rachel.

"You don't have to be so bloody loud about it!" Rachel snapped.

"I don't fancy him!" Lily hissed, glaring between her two friends. "He's just handsome, is all."

Remus snorted and turned to scope out the subject. Rory Shepards happened to be one of the beaters on the Gryffindor Quidditch team. He was tall and had a bit of a build on him, but his nose resembled that of a swordfish and his teeth were a bit wonky.

"I don't see it," he admitted, turning his attention back to the blushing girls.

Rachel scolded him as if he had spoken blasphemy. "Don't see it? Look at him! Those long legs, dark brown eyes, and plump red lips that I just want to suck on..."

Remus stopped listening and looked to Lily with her cheeks still ablaze. "I thought you didn't like Quidditch players? 'Big headed gits' I thought they were?"

"Don't be silly, not every one on the team is like Potter," she snapped.

Remus chortled. He had half a mind to tell her that her precious Shepards wasn't as polite as he looked. If he was going to be perfectly honest, the arrogance that Lily despised so much in James only manifested itself three times worse in Rory. By fourth year he had already dated half of the Ravenclaw house and nearly a quarter of the Hufflepuffs. He even advised James not to pursue any Gryffindors because he considered it "shitting too close to where you eat".

"I figured you'd be able to see right through him," he said. "Truth be told, he's a shithead."

"Stop being so jealous, Lupin," Rachel snapped. "The sight of Rory Shepards will make any girl drool from both ends."

Remus flinched at the unpleasant mental image she painted for him before he scoffed. "I'm not jealous."

"Seems like it," Rachel returned.

"Will you two stop!" Lily demanded. However, the two did not listen as the banter continued across the table.

"Lily can fancy whoever she likes," Rachel countered sharply.

"I agree. I'm just saying she can do better than that git."

"Remus, stop it."

"Oh, better how?"

"Someone with decency, at least."

"You mean you?"

"_Rachel_!"

"No, not me. Don't make it weird. I'm expressing concern for my friend."

"I think you mean you. It explains your jealousy perfectly."

"I'm _not _jealous!"

"BOTH OF YOU STOP!" Lily shouted, throwing a handful at dampened seaweed at the bickering Gryffindors. "I am standing right here so don't talk about me like I'm not within earshot! I do not fancy Rory Shepards, He is not a git, and Remus isn't jealous! Get back to your potions, both of you!"

Still sneering at each other, Remus and Rachel returned to their potions. Remus was certainly _not _jealous. If Lily were to date, he'd prefer it be someone with decency and a brain, or James. Although, now that he was giving it some thought, the idea of Lily and James being a couple seemed foreign. He could picture the two sitting by the fire in the common room, nestled against each other. The mental viewing made him uneasy. James would be unbearable and probably turn into a love struck fool far worse than he already was.

No, they wouldn't be the cliché pairing. James wasn't the type to lay his jacket over a puddle. Well, Lily wouldn't be the type to accept it. James would attempt the gentlemanly gesture, only to be shoved into the puddle by Lily, who he knew could be mischievous if she wanted to.

Still, the idea didn't blossom any feelings of joy in Remus. Picturing Lily with Rory was a laugh, but she didn't seem to be a good fit with James either. At least, not to him. Even the suggestion of Severus being the holder of her heart was almost enough to make him gag into his cauldron. He tried to match up the fiery spirit with any boy he could think of, yet he couldn't find someone who she would click with . The thought of the two of them together was laughable, but not entirely dreadful. He shrugged it off and deemed James as a worthy mate if he ever grew out of his elementary flirting tactics. However, he felt that Lily would just be settling if she went out with James.

Too deep in his own thoughts, Remus didn't realize he let his potion simmer for too long, earning himself a low mark.

Charms turned out to be uneventful. They were assigned an essay over the properties of water versus the properties of wine. Excited about being able to conjure wine from water, Sirius began to practice the spell immediately, hoping to sneak in a nightcap before the evening concluded.

By the time lunch came around, Remus, James, Sirius, and Peter were enjoying a very bitter and watery glass of wine as they ate their warm soup.

"Mine tastes a bit like urine," Peter grimaced, whisking his golden goblet.

"I don't want to hear the story behind that comparison," Remus chuckled. He tapped Peter's goblet with his wand and watched as they liquid darkened.

Peter took a gulp and flinched. "Spicy urine."

Sirius sniffed it, dabbed the top with his pinkie and licked a drop. "That's just what wine tastes like, mate."

Peter tapped the goblet with his own wand, charming the red wine back into water. "I'll just drink this, then."

"You're quiet today, Prongs," Sirius pointed out. "Something up?"

James was staring into space behind Remus, hardly flinching when his name was mentioned.

"I've got practice all week," he sighed. "The weather is miserable and the match is this Saturday."

"Don't tell me you're worried about losing?" Peter chimed in.

James snorted. "Against Slytherin? Please. They may have won the first match last year, but it's not going to happen while I'm Captain."

Remus wasn't even a part of the team and he was still exhausted by James' devotion to the game. After tryouts were completed, James and the Gryffindor Quidditch team spent four days a week on the pitch in preparation. Occasionally Remus would sit outside with Lily and watch the seven red figures zoom around as he studied. Sirius and Peter often attended practices and gave James pointers on what looked sloppy. Grateful for the help, James built his playbook around their suggestions. Yet, he didn't seem too sure of himself.

"Don't worry, mate," Sirius said, clapping James on the back. "Slytherin will be butchered on the pitch."

James nodded in agreement and took a swig of his wine. "Moony, what's that in your robes?"

Remus slid his hands over his chest and pulled a few flecks of seaweed from the inside fold of his robes. "Mishap in potions."

Sirius mimicked a gasp. "Blew up your cauldron?"

"No. Lily threw seaweed at me," he answered.

Sirius raised his eyebrows in interest. "What'd you do?"

"He was being a twat," Rachel answered as she walked behind Remus.

He rolled his eyes and shook his head. "Don't even start with me, Murphy."

"Shall I tell them what we were fussing over?" she threatened, plopping down on the bench a few feet away.

Remus snarled at her, knowing that if she revealed her assumptions, it would mean big trouble for him. He already caught the worried glances that flowed between Peter and Sirius when they thought he wasn't looking, he didn't need to give them a concrete reason for them. He especially couldn't afford James to lose his temper over speculations from a boy crazed lunatic like Rachel. If she even mentioned that it might be possible Remus had a crush on Lily in front of James, the planet would implode on itself.

"Go on then," James urged. "What happened?"

Lily sat down beside Rachel and caught the daggers Remus and Rachel were sending each other.

"Remus doesn't like The Beatles," Lily lied.

Rachel glared at Lily before she resumed mentally cursing Remus. He smiled smugly at her and turned back to his food.

"I didn't realize you were so passionate about insects, Evans," James chuckled.

Remus couldn't hold in his laughter even though he tried. He tried to cover up his snorts as a cough, but James noticed and scolded his friend.

"It's a band, Prongs. Muggle band," he informed him.

James frowned, but quickly recovered, placing a sly smile across his lips. "I knew that. I would've thrown seaweed at him, too."

"Blasphemy, that is," Sirius agreed, attempting to send James a nonverbal signal with his eyebrows to quit while he was ahead.

Lily rolled her eyes and ate her lunch in peace. The four boys talked among themselves about who's turn it was to make a tip to Hogsmeade for sweets before their first official trip to the village. Peter pulled the short straw, rendering him the runner for the following evening. James tacked on a few extra things on the list to celebrate Gryffindors guaranteed win over Slytherin.

Finished with her meal, Rachel left the table, giving Remus one last hateful glare before disappearing into the corridor. Lily sat next to Remus wearing a smirk.

"I think you've got an admirer," she whispered.

Remus followed her gaze and found himself staring in the blushing face of Lyanna Maylath, a Hufflepuff girl in their year. She quickly lowered her gaze and began talking to the boy next to her. Remus felt his stomach twist uncomfortably.

"I'm sure it's nothing," he said.

Peter, James, and Sirius all got a look at who he locked eyes with and smirked. Remus prayed that they had enough sense to stay quiet, but all hope was lost when Peter opened his mouth.

"Reckon she misses you," Peter grinned.

Remus tried to silently convey that he didn't want anybody to mention anything else, but his friends missed his signals.

"Still, Moony?" Sirius grinned. "How long has it been?"

"Third year, wasn't it?" James answered, turning to peek over his shoulder at the girl.

Remus wanted to melt through the cracks of the bench and disappear as he looked at Lily's questioning grin.

"What's that?" she asked curiously.

"Something Evans doesn't know?" Peter gasped.

"Please, don't," Remus instructed, shooting a warning glare at his friends.

"Why not, Moony?" Sirius questioned. "It was a long time ago. Hardly matters anymore."

"To us, anyway," James shrugged. "Looks like she's got eyes for you."

Remus tightened his jaw and shook his head at his friends, silently begging them to drop it.

"Remus Lupin, did you have a girlfriend?" Lily asked, playfully nudging his shoulder with her own.

"Not officially a girlfriend," he murmured, finding a new interest in the closeness of their knees.

"So?" she smiled, egging him on. "What happened?"

"Just liked each other, hung out a bit," he shrugged.

"A lot," Peter snickered. "Joined at the hip."

Remus Snarled, "Thank you, Wormtail."

"Don't be so combative, Moony," James scoffed. "Just tell her."

"I did," he argued. "We were friends that liked each other."

There was hardly anything more to the story than that. In this third year, Remus discovered his appreciation for women like every boy his age. Lyanna approached him on occasion and complemented him before scurrying off with her friends down the corridor. Remus thought she was quite pretty with her straight blonde hair, silvery eyes, and a bum that would make any man quiver at the sight of it. He decided to talk to her, finding her hilarious when they conversed in the classes they shared.

Being thirteen and a werewolf was hardly kind on his body as Remus felt urges that were nearly impossible to cure. He tried his best to bury them deep and keep control over his thoughts as much as possible. However, with the closeness he shared with Lyanna increased, he found repression extremely difficult.

She had been his first kiss, and so far, his last. They spent a lot of time occupying the tapestry on the fourth floor for secret meetings and snogging sessions. She showed him how to get into the kitchens (though he kept it to himself that he already knew how to enter it) and he showed her some shortcuts he had stumbled upon while roaming the castle late at night. Witty, easy-going, and an excellent kisser, Remus enjoyed her company immensely for the few months they shared companionship.

He could see that Lyanna was starting to put the pieces together about his disappearances. She never came to him with her suspicions, but near the end, he could sense a change in her. She shrugged away from him when he tried to hug her and laugh in an attempt to cover up how uncomfortable she was. He would catch her staring at the fresh scars that would show up on his skin, yet she didn't ask or comment. Remus decided that she was getting too clever, and he broke it off, hoping to remain friends.

She agreed and they talked for a while after, though it was considerably less than before. The decrease in their interaction continued until they were nothing more than an extra in the backdrop of each other's lives. Remus was of course hurt over the loss of someone he considered to be a good friend and shared a few intimate moments with, but he brushed it off and vowed to not get involved with girls on a romantic level again, especially during his academic career.

Remus didn't mind sharing this information with Lily but he didn't find it to be an important topic of discussion. He was fine leaving it in the past and hoped that if the subject were to ever arise, he would speak of it on his own terms, not to the amusement of his friends.

"She's very pretty," Lily commented, scanning over the Hufflepuff across the room. "I haven't talked to her much, though. Only a few of her friends. I get on well with her sister Shana."

"She's got a sister?" Sirius asked, a smirk creeping along his lips.

Lily's thoughtful smile turned into a scowl. "Down, boy. She's a little young for you."

Sirius rolled his eyes and shook his head in doubt. "What is she? Fourth year?"

"Third," Remus answered, recalling the conversations between him and Lyanna about her younger sister, who at the time was still at home.

Sirius' smirk fell into a frown. "Right. Too young."

"For now," James winked, elbowing Sirius in the ribs. "Three years isn't too bad when you're at an older age."

Lily held her scowl as Sirius' perked up at the thought. She turned back to Remus and tapped his knee gingerly with hers.

"So what happened with Lyanna?" Lily asked quietly as Sirius and James as they scanned the Hufflepuff table for a miniature version of Remus' former friend.

This was the part he was dreading. He couldn't exactly tell Lily the real reason for their growing apart, and he had not been given enough time to formulate a fib that wouldn't sound cryptic or that he was still sore over it.

He shrugged his shoulders and continued to play with his hands. "We enjoyed each other's company but different things were important to us. Both of us had something else going on at the time, and we sort of drifted in the end."

Lily nodded in understanding. "I certainly know the feeling."

Remus forced a small smile at her, knowing she was referring to her sister.

"Well, we were also thirteen," he added. "I think we can both agree that you and I are hardly anything like we used to be."

She smiled back, once again nudging her shoulder into his. "Definitely not. I like to think I'm more mature."

"Right, because you've decreased your enraged outburst and hex threats," Remus teased.

Lily released a gasp of shock crossed her arms over her chest. " I most certainly have! I've been nicer to Potter this year, haven't I?"

Remus nodded thoughtfully. "I suppose four threats a day and a few dozen vicious eye-rolls are certainly an improvement."

Lily chuckled, knowing she was guilty. "Like I said, I have improved."

Sitting shoulder to shoulder and smiling softly at each other, neither Remus or Lily noticed that they were on the receiving end of James' jealous scrutiny.

* * *

A/N: There we are, another decent length chapter! I'll be looking forward to writing more as soon as I can. Let me know your feelings about this story, I always love to hear from readers!


	8. Quidditch

"Why is it always raining in this bloody country?" Peter complained, shrinking into his Gryffindor raincoat.

Remus blinked through the raindrops that hammered upon him. The rain had come in the night on Monday and didn't let up as the week continued. Remus was suffering from a bit of cabin fever as he shut himself inside the castle to study instead of enjoying the chilly fresh air. These days he normally spent his Saturdays with his nose in a book, but Quidditch was always the exception. The match between Slytherin and Gryffindor would be hard to watch through squinted eyes, but Remus wouldn't miss it for the world. He loved Quidditch and wouldn't dream of missing a the first match of the season, much less the crushing defeat against their rival house. James being Captain only made his presence more obligatory.

Remus was pleased when Lily didn't sweat him about skipping studying, especially since he spent the last weekend in the hospital wing. She was somewhat taken aback when he told her he wouldn't be in the castle to study with her.

"Of course you won't," she agreed in a matter-of-fact tone. "It's the match against Slytherin. I'm sure Potter would have both our heads over the mantle if you didn't see it. Besides, I love attending the matches."

Of course, crammed by his side was Lily and Rachel. It had been Sirius' idea to paint their faces red and gold. Lily didn't take part in the thick mask, but allowed Remus to paint the Gryffindor lion on her pale cheek. It hardly did any good since the rain was coming down so hard until Sirius cast a charm on their faces to keep the paint from running.

The two that could be heard above everyone else were definitely Rachel and Sirius. Remus thought he was near deaf when Emma Vane, the Slytherin Quidditch Captain and Chaser, nearly knocked Katalina Kebern off her broom by yanking her backwards by her plait. A foul that the referee somehow missed.

"WHAT THE BLOODY HELL WAS THAT?" Sirius yelled, raising his arms in surprise. "YOU SAW THAT!"

"YOU'RE NOT GONNA CALL THAT YOU BLIND GOBSHITE!" Rachel screamed, her face horror stuck. "FUCKING IDIOT!"

"There are children here, Rachel!" Lily reminded her, pointing to the first years who were giggling at Rachel's foul mouth.

"They'll hear it when they're older, why not now?" Peter laughed.

Remus chuckled as Lily shot Peter daggers. Remus thought it was quite funny seeing Rachel so flustered. Her Irish accent seemed to flourish as she screeched her swears at the top of her lungs.

They screamed and cheered along with the rest of the house as James threw the Quaffle into the hoop, earning the team a ten point lead. So far the match had been painfully close. If Gryffindor didn't have the lead, they stayed tied with Slytherin. Remus prayed that Hannigan spotted the snitch soon and snagged it, but he knew the task would be extremely difficult given the weather conditions.

Gryffindor couldn't afford to lose. Sirius could afford Gryffindor to lose, as he bet ten galleons on the victory, but James couldn't. He spent months formulating new plays and practicing at any available hour he could. This week had been particularly rough for him. Remus noticed that when he was in James' company, the confident sixth year was replaced by a sulking and moody creature. Sirius abandoned cheering up his best mate after an unusually silent dinner. Remus, however, tried to round the conversation to things other than Quidditch, but it seemed that when he spoke, James blocked him out and continued to wallow. Remus hoped that a win over Slytherin would set his mood straight, a hope that seemed to be in jeopardy at the moment.

"He's seen it!" Lily yelled, pointing at a figure that suddenly dashed full speed towards the rain clouds. "Hannigan has seen the snitch!"

The stands erupted with hollering as the Slytherin Seeker bolted after Hannigan in the clouds, blocked from the vision of the onlookers.

"Come on!" Remus encouraged, scanning the sky for the two rival players.

"HE'S GOT IT!" Rachel informed everyone. "HE'S GO IT! THERE HE IS!"

Down came Hannigan, holding his fist high in the air and circling the stands. Though the gold wings were too hard to see with the distance and the rain, it was clear he caught the snitch, ending the match with 220-60 in favor of Gryffindor.

The noise from the stands was deafening. Remus jumped up and down in excitement and relief. James would be back to normal for another month before the match between Gryffindor and Ravenclaw.

"We did it!" Lily cheered, jumping into Remus' chest.

In his excitement, Remus hugged her back without a second thought and spun her around, elbowing a wee first year in the head without noticing. When he set her down, Remus met the red smirk of Rachel Murphy. He ignored her and quickly turned his attention to Sirius.

"Thank Merlin!" Remus sighed. "Prongs will certainly be a bit more cheery!"

Sirius grinned. "Yeah, reckon his time of the month is up."

Rachel sneered at Sirius. "Shut up, Black."

They made their way down to the muddy pitch and Sirius, Remus, and Peter tackled James in a brotherly hug and congratulated him on the win.

"Fantastic, mate!" Peter cheered.

James didn't seem to be as enthusiastic as he shrugged. "Not as good as I thought we'd be, to be honest. We're gonna have to train a hell of a lot harder if we want to beat Ravenclaw."

"Don't be daft," Remus snorted. "That was excellent game play for such abysmal weather."

"Right," Sirius agreed with an assertive nod. "I reckon Slytherin would've been creamed if it was so bloody terrible out."

James nodded in agreement and smiled when he saw Lily with the Gryffindor Lion painted on her cheek, and Rachel with a whole face of crimson and gold made their way toward them.

"Excellent match, Potter," Rachel said. "I would say I wet I my knickers with anticipation but they're already soaked so we'll just say I was biting my nails down to nubs."

Unsure how to respond, James smiled and widely and thanked her for her support and wonderful imagery.

"Congratulations," Lily said politely. "It was a brilliant game."

James' smile widened significantly and managed to say, "Must've been. You've never come to the pitch before."

Lily shrugged. "Yeah, well, don't make me regret cause it might happen again if we beat Ravenclaw."

James raised his eyebrows and made a gesture as to zip his lips shut.

Even though he was frozen to the bone from the cold rain that drenched him, Remus' face burned as he heard the two converse.

"I think we should head back," Remus said sharply. "We've got loads to take care of before dinner."

"We've got a victory party to set up!" Peter announced, winking at Rachel.

However, Rachel didn't seem to notice Peter as she was whispering something to Lily, who seemed to object to whatever it was Rachel was telling her.

Interested, Remus concentrated on blocking out the surrounding noise to hear the two girls.

"I'm gonna do it!" Rachel argued. "If you're gonna be a chicken, go ahead, but I'm gonna talk to him!"

"Fine!" Lily returned. "You talk to him, but don't mention me!"

Rachel attempted to comb her soaking wet black hair with her fingers and marched over to Rory Shepards.

"Great match, mate!" she said eagerly. "Brilliant the way you sent that Bludger over to Vane."

Rory smiled, displaying his bottom row of crooked teeth. "Thanks! I like the paint you got going on."

"Oh, thanks," she said, waving her hand dismissively. "Did you see Lily's? She's got the lion on her."

Lily's eyes widened to the size of dinner plates at the mention of her name. Rachel grabbed her arm roughly and yanked her into the conversation. Remus inched over to hear better.

"Wow!" Rory exclaimed. "That's quite cute!"

Lily's cheeks turned so red that they matched Rachel's. "Thanks. Good game, Rory."

"Well, I'll be sure to play even better next time if I know I've got fans in the stands!" he said, adding a few chuckles. "Thanks for coming out, ladies."

_Fans? _Remus thought to himself. _What a wanker._

Annoyed with all the flirting that seemed to be happening around him, Remus bitterly wiped the rainwater from his forehead.

"I'm not too keen to catch a cold!" he snapped. "Let's go back to the castle!"

The clan, except for Sirius who wanted to stay and walk back with James to the castle, bid goodbye to James and the other Gryffindor players as they made their way to the locker room. Remus wished he had stayed behind as Lily and Rachel giggled over their interaction with Rory bloody Shepards as they walked briskly towards the dry castle.

"God he's so gorgeous," Rachel sighed. "I'd shag him until there was nothing left but his robes."

Peter scrunched his nose up in disgust and looked to Remus with wide eyes.

"She's a bit descriptive," Remus said bitterly.

Peter, still looking horrified, shot worried glances at Rachel.

"What's with attitude, Lupin?" Rachel sneered. "Not jealous are you?"

Remus rolled his eyes so hard, he felt a stinging sensation in is socket.

"Don't start with this again!" Lily snapped quickly.

Peter chuckled. "Why would Moony be jealous?"

Rachel stared at Peter as if he asked how to spell his own name. Before she could open her mouth, Lily hurriedly answered for her.

"Rachel is under the impression that Remus is jealous because she doesn't talk about him that way," she explained.

Rachel scoffed. "That's not what I'm implying!"

"And that Remus is jealous of the attention Rory gets from us," she added, sending Rachel a warning glare.

Remus was certainly grateful for having Lily interfere and keeping Rachel's real implications kept quiet. Remus was no fool, he knew that Rachel was suggesting Remus fancied Lily. It made him resent her a bit for making things uncomfortable for him, since that wasn't the case at all. He just enjoyed her company. Although, he often called upon the memory of her in Diagon Alley in that sinful blue tank-top that clung to her body as they stood in the rain. But that was just because he was a boy. He stared at many girls that way, it didn't necessarily mean he liked them. He would attempt to explain this theory to Rachel, but he didn't want to waste his breath.

Even if it was possible that he fancied Lily even a tiny bit, Remus would never admit it or act on it. He valued his friendship with James very much and would never think to throw it all away for a girl. With all they been through together, Remus doubted it would be completely destroyed by the affections of one girl, but James was quite passionate and it would certainly cause damage to his pride. Remus could never imagine hurting someone so close to him that did things even the closest of friends wouldn't think of for him. James was his brother, and no matter what Remus wanted, he wouldn't betray his brother for the world.

"I'm not jealous," Remus repeated with an exasperated sigh.

"I dunno, mate," Peter said, his watery eyes peeking through the hood of his poncho. "I think you're handsome."

"Thanks," Remus chuckled, ignoring Rachel's snort and crude innuendos. ("I wonder what goes on in their dormitory after hours.")

"Of course he's handsome," Lily agreed.

Remus wished she hadn't said that as Peter's face contorted into panic.

"What about James?" he gasped.

A small scowl came to Lily's face, but she quickly arranged it to a blank expression. "What about him?"

"He's quite fit, don't you think?" Peter suggested meekly.

"James Potter is fucking hot," Rachel said. "I usually don't go on about him cause it makes Lily's skin crawl, but the things I'd let him do to me are endless."

"I suppose he's handsome," Lily shrugged. "If he fixed his attitude then maybe he'd be better looking."

The familiar burning in Remus' cheeks returned, but he ignored it. With Peter present, it would be a crime not to speak highly of James with an opportunity like this.

"He has done a lot better this year, you know," Remus pointed out. "He hasn't asked you out once and it's almost November."

Lily furrowed her brow in thought. "I suppose you're right. He's been tolerable so far."

The four entered the castle and cast drying spells on themselves. Glad to be out of the rain, Remus sighed in relief.

"We're gonna go find Denise and Cassidy to tell them we've won," Lily informed Remus and Peter. "We'll see you at dinner."

The victory party wasn't as large as last year's, but it was certainly enjoyable. Ciaran McColgan and his friends, which included chubby Lucas Kaluips, provided the music for the evening. Rachel seemed to think that having a band of bagpipes, banjos, and fiddles at the party was just the right touch to make it extra festive. Remus thought it would be annoying, but was pleasantly surprised when they group began to play and it didn't sound nearly as bad as he was expecting. Unwilling to give into Rachel, he kept the thought to himself.

Remus stood by the portrait hole, admiring the scene before him. Butterbeer was distributed to everyone and a large barrel of more sat on the table that displayed sweets of all kinds that were rapidly disappearing in the room of cheering Gryffindors. Mostly everyone was dancing, and if they weren't, they could be seen happily chatting among themselves about the match.

James' disappointment from the close match was quickly dissolved as he received praise from everyone in the room. He vowed that the team would not let them down and that they once again will be the Quidditch Cup winner.

"Let's hear it for Gryffindor!" A younger boy exclaimed, shoving his mug of Butterbeer into the air. The room erupted in a roar, Remus clapping and cheering among them.

"The boys are back! The boys are back!" A fifth year began to chant. "The boys are back and they're lookin for trouble!"

The rest of the room joined in as the band began to play a medley to fit the fighting spirit. Banging both of their hands on the table, Sirius and Rachel screamed along.

"THE BOYS ARE BACK! THE BOYS ARE BACK AND THEY'RE LOOKIN' FOR TROUBLE! WE'RE BACK 'ROUND, YOUR DAYS ARE NUMBERED AND YOU'RE GOIN' DOWN!"

Parties were Remus' favorite thing about Quidditch since he wasn't on the team. He didn't have to suffer through practices at five in the morning or get his skull cracked open from a bludger to enjoy the victory. Excitement radiated from everybody, even those who didn't particularly care for the sport. All Gryffindors were linked together by a bond which seemed to intensify the emotions in one another, no matter the year difference. If something great happened, it was felt and celebrated by the whole house. If something horrible happened, the entire house moruned. The spirit they shared was like being infected by an airborne disease and it effect every last one of them.

"C'mon, Remus!" Lily said loudly over the music. "Show me those dance moves again!"

Remus smiled, but shook his head. "I don't think I should. Don't want to hurt myself."

"Don't be silly!" she exclaimed, grabbing his hands. "Dance with me!"

Remus had no choice but to oblige as she dragged him among the dancing crowd. She let go of his hands and began to step to the music. Remus followed suit, trying his best not to look like an idiot as he shook to the Celtic tune.

"I'll let you in on a secret," Lily winked. She stepped back a bit and stood on her toes, which looked extremely painful to Remus. She then hopped into a jig, pointing her toes and skipping into what looked like ankle breaking movements.

"You're a step dancer," he chuckled.

She nodded, wearing a bright smile. "My Gran forced my dad into taking me. I spent almost six years dancing."

Remus clapped. "That's really impressive. If I tried that, I'd break my ankle in half."

Lily laughed at him and took his hands again, placing on her hip. "Let's see how well you can dance in pairs."

Little did Lily know that Remus spent two miserable months in ballroom dance lessons. He was no expert, but he certainly had an understanding of basic movement.

The two were hand in hand, jumping and twirling together. She was quite good herself, which Remus expected if she spent so long in a dance class. She didn't step on his foot as he led a quick pace routine to the tune of the music playing around them.

"I'm impressed!" she exclaimed.

Remus smiled sheepishly. "Mum's idea. Except it was only for a few months. I couldn't stand it too much."

"I love dancing," she said as her led her into a twirl.

"Well, I was thirteen at the time," he informed her. "Dance class was not what I wanted to do with my summer."

As she twirled around his hand, Remus felt the familiar tug in his stomach. The image of her wearing her form fitting tanktop flashed in his mind. His hand currently traced around her well shaped hip that he spent the day oogling at a few months ago. He wondered what the skin beneath it felt like. He imagined it would be soft as silk, like her hands. Maybe be as pale as her lightly freckled arms.

Wrong. He felt wrong thinking of her that way. He quickly snapped out of his trance and focused on her face and untangling his hands from her.

"I'm up for another Butterbeer," he said quickly, hoping to calm the heat that pooled in his abdomen. "Can I get one for you?"

"Sure," she smiled.

"Mind if I cut in, Lupin?"

Remus certainly did mind as Rory Shepards stood beside him. However, he knew he couldn't object. He nodded and quickly fought his way toward the barrel of Butterbeer.

"You've got to stop, mate," Sirius said roughly.

Looking up from his mug, Remus saw Sirius frown with his brow furrowed. Quickly, he wiped his foam mustache. "Stop what?"

"With Evans!" he answered. "It looks bad!"

Remus felt wrongly accused. "I'm not doing anything. She's my friend. I keep telling you that."

"No, mate," he argued. "There's something going on."

Remus sighed and poured a mug for Lily. "There's nothing going on, I assure you."

Sirius didn't look convinced. "I'm just telling you that it looks fishy. You might want to tone down the contact."

Remus thanked Sirius for his advice, his voice thick with sarcasm. He didn't see what was so wrong with dancing with his friend. Admittedly, the thoughts he experienced were wrong, but he put an abrupt stop to them and left to clear his head. That's what anyone with decency would do. It hardly seemed fair for Sirius to approach him in that way. He spent a lot of time alone with Rachel and no one seemed to question it. However, he would avoid any further physical contact to prove to his friend that there was nothing more than friendship going on between him and Lily.

When he returned, Lily quickly noticed his presence and untangled herself from Rory.

"Thanks for the dance!" she said with a smile. She turned her back to him and took a mighty swig of Butterbeer.

"Go on then," Remus sighed, forcing a smile. "Gush."

"He's actually not that good of a dancer," Lily frowned. "He nearly broke my toe."

"You don't have to lie to make me feel better," he teased.

Lily playfully shoved him away. "I'm being honest!"

Remus smiled knowingly. "Yeah, yeah. Care to show me some more of that jig you can do?"

The night felt as though it would never end, but sadly, it did. The common room cleared out by midnight and everyone slowly made their way to their dormitories. The clean up was easy with the help of magic, and any left over sweets were taken back by the boys and hidden in their trunk.

Dressed in his pajamas, Remus crawled into his bed and suddenly felt how tired he was. Just before he drifted to sleep, James spoke.

"She fancies you, you know," he muttered.

Remus opened his eyes and darted them around to see who he was talking to.

"Who?" he asked.

"Evans," he answered. "She fancies you."

Remus had to fight the urge to groan loudly. "She doesn't," he argued.

"Right," he scoffed. "I'm blind."

Irritation began to creep upon Remus at his tone. "I'm telling you, mate, she doesn't."

"I don't know, Remus," Peter pipped in. "She did call you handsome."

"Of course she did!" he exclaimed. "That's because she's nice! She wasn't gonna stand there and say 'No, he's not handsome. He looks like a walking cat scratching post'!"

Even in the dark, Remus could see Jame's brow crinkled in thought. "I'm not mad at you, Moony. I'm just telling you that it's a bit obvious that she likes you."

Remus shook his head angrily. "Look, I swear to you she doesn't."

"How do you know?" Sirius questioned.

"She doesn't act like it," he answered. "She's my friend. She helps me out. She talks to me. That's what friends do, right?"

"It's different if it's with a girl," James argued.

Remus didn't repress his groan of frustration this time. "It isn't! You can be friends with a girl without being attracted to them, or them attracted to you!"

"It's a bit difficult," Sirius countered.

"Oh? So you and Rachel then?" Remus snapped.

"You're getting very defensive, Moony," Peter frowned.

"Because none of you are listening!" he shouted. "She doesn't fancy me!"

"You don't know that!" said James.

"I do know that!"

"How?"

"Because she fancies Rory Shepards!" Remus blurted.

A silence fell over the room, but it was short lived.

"_Rory Shepards_?" James gasped, his words saturated with venom. "But he's a knobhead!"

Remus couldn't agree more. His frustration was replaced by guilt. Somehow he knew this fib would come back and bite him in the arse. No matter how much Lily insisted she didn't fancy him, he didn't entirely believe it. However, now he felt like it wasn't the proper response.

"They did spend most of the walk back to the castle talking about him," Peter revealed thoughtfully. "Rachel said something about shagging him to death."

James slammed his body onto his mattress and growled into his pillow.

"She did say you were much more tolerable this year," Peter added quickly. "Remus pointed out how good you've been about not harassing her."

James' head perked up. "She said that?"

"Yeah," Remus answered. "Said you'd be good looking if you straightened up a bit."

This seemed to cheer James up a little as he nodded thoughtfully. "I've still got a chance."

"Looks like," Remus grumbled, nuzzling his face into his pillow with his jaw clenched tight.

* * *

A/N: This chapter sort of jumped around a bit. I might go back and edit it a bit later, but I just had this scene in my head and I figured it'd be a good filler. (Somehow it is the second longest chapter though. Odd.) I'd like to say that I'm sorry for being so horrible at responding to reviews. I'll take this time to thank all of you for your kind words and your interest in this story. It's what keeps me going!


	9. Guilt

Upon waking up, the events from the previous evening slowly reappeared into Remus' mind. His behavior was not that of an innocent man and he knew it. A bit embarrassed over his actions, he met his friends down in the Great Hall and apologized over toast.

"I'm sorry for snapping last night," he said bravely, meeting eyes with his three best mates. "I didn't mean to be so cross."

"Don't worry about it, Moony," James said dismissively. "I'm sorry for cornering you like that. Made a bit of an arse out of myself because I was jealous."

"Jealous?" Remus repeated with raised eyebrows.

"Yeah," James shrugged. "I thought something else was going on, seeing how well the two of you get on."

Remus nodded thoughtfully. It did seem a bit suspicious, if he put some thought in to it. They did spend an awful lot of time together, even if it was just for studying. Remus didn't want to think about how James would feel if he knew about their meetings in the kitchen, or how frequently she reached for his hand when he became too frustrated to continue with his work. Yes, come to think of it, the frequent contact, alone time, dancing observed in the common room, and the meetings that no one else knew about did seem a bit out of character. A heat crept up Remus' neck at the thought.

"I'll try to be more careful so people don't get the wrong message," he vowed, more to himself than to James.

James waved his hand. "No need, it's already been cleared up. If she really fancies that tool, it'll be easy enough to out perform him."

Remus smiled. "I'm hard to out-do?"

James pointed his fork sharply at Remus. "Don't go getting an ego on me, now."

"Yeah," Peter laughed. "There's only room for two big heads in this school."

Sirius muttered an incantation, sending a piece of fried egg shooting egg right up Peter's left nostril.

"Suppose you got a different charm about you," James continued, after he recovered from a fit of laughter as Peter tried to dig the egg out with his finger, getting looks of disgust from surrounding Gryffindors. "Girls like the silent and mysterious type, don't they, Padfoot?"

"Works on the muggle ones," Sirius nodded.

Remus chuckled and shook his head. "I suppose, but that's not the case."

"I know now," James admitted. "It's that Shepards twat I've got to deal with."

A feeling of dread settled in the pit of Remus' stomach. He accidentally started a rumor about his friend to save his own skin. As much as he would like to see James blast Rory to bits, he knew he would have to deal with Lily's wrath, a force he did not want to be up against. He decided that during their study group that afternoon, he would tell her of what he had done and hoped she would understand. He liked having her as a friend and frowned at the thought of her being upset with him.

He looked around to find her red hair cascading down her back at the Hufflepuff table. Rachel was with her, as always, and the large group of girls seemed to grow as a few Ravenclaw girls found themselves joining the orbit.

Remus thought back to one evening in the kitchen when they chatted over tea. Ever since Diagon Alley when half of the school that filled the shops stopped to say hello to her, he noticed that she had an alarmingly large number of friends. Yet, it seemed that Rachel was the one permanently glued to her side. Sure, he saw a few of her dorm mates around, and if there was a poster child for inner-house friendship, Lily was it. However, it seemed odd that with all the people she knew and friends she made over the years, she was only constantly accompanied by one. Even Remus, who had been utterly alone for half of his life thus far, had more friends that surrounded him than she did. He pointed this out to her in the most delicate way he could think of and waited for an answer.

"It's easy having friends, but it's not easy having close friends, is it?" she said. "There's people you know and have the same conversations with. 'How's your mum? Had a lovely summer? What did you think of the test?', all things that don't establish a deeper relationship, you know? It's not bad a bad friendship. You learn things about everyone around you and everyone has a different thing about them that makes them interesting. I dunno, it's like having a collection." She shrugged meekly. "She's helped me through a lot these past few years. I couldn't imagine life without herBut I used to have more than just Rachel."

Remus frowned. He knew Severus meant a great deal to Lily in the past, but Remus could not get over his hatred for the greasy bastard, thus omitting the thought of Snape ever being capable of such a deep relationship with someone, especially Lily.

"Why not get close to someone else?" he suggested, carefully swiveling the tea withing his cup.

Again, Lily shrugged. "I've lost more than half of the people closest to me. It just didn't seem like a good idea to start over with someone only to put myself through it again."

Remus nodded knowingly. He couldn't imagine losing James and Sirius. It would be torture to see them across the corridor, be in the same class, yet have this imaginary shield that separated them. He had no blood siblings, so he imagined Peter being the last straw in comparing Lily's loss to his scenario. He would be alone once again, a thought he quickly pushed far from his mind.

"Although," she added with a small smile. "You're not exactly chopped liver, are you?"

He raised his eyebrow at her quizzically. "I suppose not. I've earned my place among the ranks?"

Lily chuckled and took a sip of her tea. "Well, I'd like to think our friendship is based off more than my homework."

"Yes, I think it is," he laughed. "You've got great connections to girls as well. Say, are you friends with Marina Muet?"

Lily's cheeks changed hue as she squashed his toe under her heel.

Remus quickly moved his foot, ignoring the light throbbing in his toes. "I'm only joking!" he exclaimed. "Why are girls so violent?"

Lily smirked at him and folded her arm across her chest. "Serves you right. If I had a knut for every time a boy came to me asking to relay good words to the females of Hogwarts, I'd have enough to buy the castle for my own."

"I really was only joking," he said seriously, hoping she didn't take his teasing to heart.

She nodded, the blush in her cheeks returning. "Sorry."

They sat in silence for a moment, continuing to sip their tea. Another questioned began to surface in Remus' brain. It had been on his mind since he told her about his odd friendship with Lyanna. Channeling his Gryffindor courage, he decided to ask her.

"Have you ever had a boyfriend?" he asked cautiously.

Lily continued to take a long gulp from her tea before answering. "If this is a ploy to relay information to Potter-"

"It's not," he said firmly. "I wouldn't tell him anything unless you gave me permission."

She sat in silence for a moment and leaned back in her chair. "You were honest about yours, it's only fair I'm honest about mine." Her ears began to match the color of her hair when she continued. "Summer before fifth year, a boy came to my neighborhood. His grandmother had fallen ill and he was sent to help her while he was on holiday. We spent the summer together when he had time to spare. That's it, really."

Remus raised his eyebrow knowingly as he smirked at her. "That was a pretty rushed synopsis, leading me to believe that there's something you're hiding."

Lily glared at him, a violent blush making its way to her cheeks. "It was just a stereotypical summer fling."

Remus didn't buy it, and continued to egg her on until she told him the entirety of this alleged summer fling. Theo Tovey was a seventeen year old muggle that moved into Cokeworth to take care of his elderly grandmother while out of school. Lily quite literally ran into him at the market. After having a row with Petunia, Lily went running out of the store, knocking over the tall, scrawny boy to the ground. She apologized profusely, too distraught to hear his dismissive comments. When he grabbed her by her shoulders and told her to get over herself, she noticed that he was handsome. Lily stared into the electric blue eyes and lost her voice as she took in his dark, curly locks that reached the bottom of his ears. He had a strong jaw line that looked as if it were chiseled from marble.

Remus thought he sounded a bit like Sirius, but kept the comment to himself.

Lily returned home, deeply embarrassed. She almost keeled over when she saw him four houses down sitting in front of Mrs. Linden's house a few days later. Feeling incredibly stupid, she walked outside and greeted him. He smiled warmly at her and invited her to sit with him.

The two spent as much time as they could together, when Theo's gran was well enough to have people in the house or to be left alone for a while. They talked a lot about his family in Gloucester, books, films, music, their shared hatred for Turkish Delight. Absolutely smitten, Lily invited him to dinner and paraded her new handsome friend in front of her sister. Petunia went rigid in anger much to Lily's delight.

Remus smiled softly at the imagery Lily described to him. He could imagine Lily in her unholy blue shorts, sitting in the sun and gaining more freckles over her legs and shoulders. Though he wasn't fond of the thought of her snuggling up with some bloke he didn't know, the dazed smile she wore as she recalled her trip to the hillside with Theo made Remus' stomach feel as light as air. It did seem like the summer love that Remus' mother watched in the films on the television. A lovely couple spending the summer evenings together, watching the sunset and eating sweets. Reading their favorite Shakespeare or Robert Frost poems to each other in the garden on a warm afternoon and drinking sweet tea. Remus was extremely jealous of this tale, but couldn't bring himself to dwell on it as he watched Lily relive it.

Suddenly, Lily stopped in the middle of her story about their trip to the local zoo. Remus looked around to make sure no one joined them. When the coast was clear, he turned to Lily with a raised eyebrow. "Is something wrong?"

Her face resembled a beet as she tried to compose herself. "Bit embarrassing, isn't it? I didn't have my first kiss until two years after you did."

Remus shrugged it off. "No, not at all. We definitely know that it's not because no one wants to kiss you."

Lily's face quickly scrunched into a scowl. "Are you calling me frigid?" she hissed.

Alarmed by her sudden change of mood, Remus shook his head. "No! No, I just meant James would be the first in line," he said quickly. "I certainly wasn't calling you frigid."

Lily relaxed her shoulders and glanced at the floor. "That's what Arthur Crocker called me last year," she muttered darkly. "I liked him and everything, or at least I thought I did, he seemed sweet in the beginning. After a few weeks he became very impatient and things went downhill quickly."

Remus drained the last of his tea, setting the empty cup before him. "How so?"

"I wouldn't let him kiss me in the corridor or let his hands roam even when were alone," she answered. "I just didn't like it. At first, he seemed annoyed but didn't push it. When my comfort level didn't change, he became vicious. He started to bring up my blood status in every conversation and developed this superiority complex over me because he was a seventh year.

"His 'higher intelligence' didn't help him in the end, though," she laughed bitterly. "He couldn't seem to remember how to get out of the Melofors jinx."

Remus snorted, sending the mouthful of biscuit he had in his mouth shooting through his nose. Luckily he covered his nose before it could go flying and embarrass him. Lily didn't seem to notice, probably thinking he sent himself in to a cough.

"You turned his head into a pumpkin?" he asked through chuckles.

"Wouldn't you?" she returned with a smug smile.

He shrugged. "I think I would have hit him with a bit worse than that since he sounds like a rotten prat. Although, I'm sure it was amusing seeing a seventh year run around with his head trapped in a pumpkin."

"The highlight of my year," she giggled, helping herself to a biscuit.

They sat together in a fit of laughter. When they finally calmed down, Lily pushed her hair behind her ear.

"You know," she said slowly. "I haven't been this close with a boy in a long time."

"A year, technically speaking," he teased.

Her smile faded. "No, much longer than that."

Remus frowned. "Not that close with Arthur?"

She shook her head. "He didn't seemed interested in things I had to say. At the time, I was too busy taking the advice of my roommates, telling me how I should behave to get him to like me. I thought it was below me, but I was too eager to get back at Severus for deserting me to listen to myself."

Unsure how to cheer her up, Remus tenderly rested his hand over hers on the tabletop. "Well," he began, leaning down to meet her eyes. "I like you for the spunky, kind, ginger that you are."

Her lips broke into a smile and she clutched his hand in turn. "Thank you, Remus. You're truly one of my greatest friends."

A tap on his shoulder made Remus jump out of his trance. Lily stood beside him, surrounded by a fleet of girls from all houses.

"Do you mind if we push back studying until later?" she asked, carefully biting her lip.

Remus raised an eyebrow at her. "Lily Evans, are you skipping your homework?"

She punched him playfully on the shoulder, a grin playing across her lips.

"I'll see you later, then," he smiled. "Go on!"

Lily thanked him with a pat on the shoulder and turned to leave. James, however, had other ideas.

"Hold it, Evans," he commanded.

Remus went rigid in his seat. Surely James wasn't going to do this right here? In front of all her friends? In front of him?

"What, Potter?" she sighed.

"Did you dream of me last night?" he asked, a smirk plastered on his face.

"I did actually," she said brightly. "I drowned you in a toilet."

James nodded, feigning impression. "Hmm, interesting. I wonder what your beloved Rory Shepards would think if he knew I was in your dreams."

Lily's jaw dropped, but she quickly recovered, folding her arms over her chest. "Go on then."

Remus felt his stomach drop to the floor. He wished a hole would appear from underneath him and eat him alive. He buried his face in his glass of pumpkin juice, slowly drinking every drop to avoid her eyes when James made the fatal announcement.

"Remus informed us that you fancy Rory Shepards," he said confidently.

Lily slammed her palms on the table, making Remus nearly jump out of his skin. He did have the misfortune of choking on some pumpkin juice, temporarily meeting the narrowed green eyes that shouted 'murder' at him.

"Is that so?" she said darkly, staring daggers into the side of Remus' face.

"Yeah," James replied, obviously looking pleased with himself.

Lily snapped her neck to glare at James. "What's it to you, Potter? Jealous?"

James smirk faltered into a scowl. "No," he spat. "I just think you could do better."

Remus coughed into his glass, spewing pumpkin juice down his front again when a hard punch met him in the back. He turned to see Rachel smirking.

"I think I've heard that before," she whispered, sending Remus a wink.

He scowled at her, wanting nothing more than to smash her over the head with his golden goblet. The words James' shared with him had nothing to do with the affections they didn't share. It just happened to be painfully obvious that Shepards was not compatible with Lily.

"Like you?" Lily chuckled darkly. "Get a grip, Potter."

James' face began to redden. "He's a dickhead."

Lily snorted. "Like I haven't dealt with one of those before."

Before James could continue the argument, Lily stormed off with a line of girls following her. Some of them hadn't been paying attention to the scene, as they were distracted with Sirius' good looks and flirtatious behavior. A few scowled at James, some winked at him or blew him a kiss. Much to Remus' annoyance, Rachel stayed behind.

She slammed her hand on the top of his head and ruffled his hair up. "Oh, you stupid boy," she laughed. "She's gonna kill you."

Remus beat her hand off of his head, grumbling about personal space and for her to leave him alone. She walked away cackling, leaving Remus with hair sticking up in every which way and the front of his clothes doused in sticky pumpkin juice.

Remus glared at James. "What'd you do that for?"

James stabbed his egg with more force than necessary. "Do what?"

"Embarrassed her in front of all her friends!" he exclaimed, trying to rub out the orange stain that settled on his shirt. "I'm surprised she didn't hex all of us!"

"The number of times she's humiliated me in front of the entire school, calling her out in front of a few of her friends hardly seems like the same playing field," he scoffed.

Remus grimaced and pushed his plate away. Shame filled him as he laid his forehead on to the wooden table top. No doubt he'd get an earful when he saw her alone. He'd have to find a way to calm her down before she bit his head off so he could get his side of the story out.

What exactly was his side of the story? He didn't want to tell her about James' accusations in fear of her reaction. He'd be heartbroken if she responded with "Ew! NO!' or "That's silly, why would I like you?". Remus knew how other girls thought of him, like a freak who was only tolerable because of his friendship with the most popular boys in school, but he couldn't take rejection like that from Lily. She was too kind to him for a jab at his appearance or personality to not leave a mark.

Kindness. Remus' guilt tripled as he thought of the betrayal she must feel. She treated him with high esteem and he starts a rumor about her. Though the fib was petty, the anger that glossed over her eyes was not. With all she confided in him for the past month, he should have known better than to upset her by soiling her reputation as the others had.

He lied to his brothers as well. He wanted desperately to tell them he overreacted and just shouted things to get them to stop, but he couldn't bring himself to do it. He knew James had every right to be suspicious, but admitting his irrational behavior would only heighten James' skepticism. Remus convinced himself that this was the best way to handle things. He would apologize to Lily as soon as possible and pretend the rest never happened. If James knew Remus lied to him, Remus couldn't imagine the betrayal his brother would feel.

Sirius tapped Remus' knee with is foot. "Don't worry about it, mate," he said. "They'll both get over it. This stuff happens all the time."

Remus did not feel better about it as the day went on. He found ways to distract himself, mostly assisting Peter with his potions essay. As James' was too involved with the first match of the Qudditch season, all the boys' homework suffered, with the exception of Remus. James and Sirius didn't need any help as they were very intelligent, even though their behavior often proved otherwise. However, Peter's grade depended on the aid he received from his friends. After homework became too boring, they relaxed in the common room, playing Wizards' chess and plotting a way to make Rory Shepards regret his existence.

"Fungiface potion doesn't sound bad," James said, bending over his potions book that Remus suspected to be on the list of banned books in the library.

"No," Sirius disagreed. "She'd know it was us if we did something that obvious."

"I say we hit him with a Dogbreath potion," Peter suggested. "Oh! and a Laxative potion! Let's see how much Evans likes him when he's got the breath of a mutt and shit sliding down his legs."

Sirius and James looked at one another, trading mischievous grins.

"I think you're on to something, Wormtail," James praised.

Remus scoffed in disgust. "That's just cruel. You can't do that to someone."

"Have you got any ideas?" Sirius challenged.

Remus didn't want to be involved in this plotting, but he couldn't bring himself to tell his friends he lied, no matter how much he thought Lily liked Rory. However, he couldn't sit idly by while they planned for the boy to shit his pants.

"I dunno," he shrugged irritably. "Try a Hate potion?"

James flipped through the pages of his book until he found what he was looking for. "Looks easy enough to make."

Peter craned his neck to get a glimpse of the page. "What's it do?"

"Brings out the worst qualities and traits the drinker has," Remus answered, collecting his books together.

"Brilliant!" Sirius exclaimed. "He'll just look like a git in front of her and she'll have no idea we're behind it."

Remus was not pleased with this idea, but thought it better than having the poor Gryffindor be subjected to the horror their imaginations could conjure. If Lily did fancy Rory, she certainly would have a change of heart after she found out how he truly was. Remus tried to reason with himself that there wouldn't be any harm done with that.

"I'll see you 'round," he said, tossing his bag over his shoulder.

"Where are you off to?" James asked, scribbling down the ingredients he needed to brew the Hate potion.

"Library," he returned. "I'm supposed to meet Lily there for Ancient Runes review." That was the plan before he royal pissed her off. He hoped she was there so he could set things right but didn't hold his breath. His friends wished him good luck and he retreated to the Library, cursing himself for his cowardice along the way.

When Remus saw his favorite redhead sitting at their regular table, queasiness took over him. Relieved by her presence so he had the opportunity to clear the air somehow mixed with a fear that she would shout at him or worse, ignore him completely.

Trying to summon the Gryffindor courage within him, Remus inhaled a deep breath and approached the table.

"I didn't think you would come," he told her with an honest smile.

She didn't look up from her book as she muttered, "I said I would, didn't I?"

Remus' smile faltered and he sat down in the chair opposite her. He slowly unpacked his things as he tried to plan out his apology.

The truth was, Remus didn't really have a clue why he behaved so rash the previous night. James had fair reason to assume there was something more than friendship between Lily and Remus, yet Remus couldn't fathom the idea of James' making such accusations. Shouldn't he know that Remus would never make a move on Lily?

Although, James never accused Remus of anything, not directly. He only said that Lily fancied Remus, not that they fancied each other. Why had the thought of Lily possibly making eyes at him make him so uncomfortable? Remus tried to reason with himself that having the topic brought up to him twice within the same evening sent him over the edge, causing him to snap. Somehow, though, Remus was not so convinced by this.

He eyed her carefully as she bent over her book, using her long hair as a shield that separated herself from him. It was impossible for her to fancy him. Why would she? He didn't think himself very handsome as his face was covered in minor and major cuts, and Lily probably thought he was stupid because of how much help he needed with his subjects. She laughed with him sometimes, but that's what friends do. Laugh, cry, eat together.

"I owe you an explanation," he said bravely, clapping his hands together on the table top. Lily didn't move or respond in any way. Remus hoped she would at least listen to him.

"I only said that you fancied Rory because James and Sirius were both under the impression that I was the one you were making eyes at," he explained quietly. "I tried to tell them that you didn't see me in that sort of light, but they wouldn't listen. I got so irritated with them that I just blurted out the first name I could think of."

Lily finally met his eyes, a blank expression on her face.

"I'm sorry," he said firmly. "I didn't want James to get the wrong idea."

"I don't belong to James Potter," she replied sharply.

Remus sighed. "I know that, but he's my friend. I couldn't let him think that or else he'd end up heartbroken by both of us."

Lily scanned him silently letting her eyes roam all over his body before she met his eyes again. "Okay."

Remus blinked, taken aback. "You're not upset?"

Lily turned her attention back to her book. "Of course I'm upset. You lied and you lied about me. I told you a million times that I don't fancy Rory Shepards. You can admire someone's beauty without liking them."

Remus hung his head, staring at his hands. He knew this was true for he felt that way about many girls. He should have realized that girls were capable of the same control, but it was hard to keep that in mind while Rachel announced the dampness over her undergarments when she looked upon the Gryffindor in question. He assumed Lily felt the same, seeing as her cheeks resembled the color of a beet when she spoke of or to Rory.

"You're trying to protect him," she continued. "And I can't be too mad at you for being loyal to your friend, no matter how much I dislike him." Lily looked up from her book and raised her red eyebrow at Remus. "Try to remember that I'm your friend as well, and some things are just as damaging to me."

Remus nodded hastily, giving himself a slight ache in his neck. "I'm sorry, Lily. I didn't man to hurt you. Truly, I didn't."

She forced a small smile. "I know. Let's get to work, we're burning daylight."

Remus' was saddened to find that his guilt only increased, but he was very eager to get his mind off of the situation. He'd find a way to make it up to her, he was sure of it.

The two Prefects worked together until their stomachs growled in hunger. Remus left the library feeling much more confident in his work. Lily said he improved greatly in Ancient Runes and bet that he would receive a higher mark on the next exam. This only increased Remus' spirit, giving him a fluttering feeling in his stomach.

As Remus and Lily made their way to the Great Hall for dinner, Lily asked him to describe what happened in his dorm room after the party ended. Remus told her exactly what was said, hoping that his honesty would at least lighten his guilt.

Lily grinned and lightly bumped her shoulder in to Remus'. "Why so defensive? The thought of me fancying you isn't that frightful, is it?"

Remus burst with laughter, catching bewildered glances from other students. "More than you can imagine," he answered. "C'mon, we better get a move on or we'll be late."

With his mind too focused on food, Remus had no time to reconsider his poorly chosen words or to catch the look of defeat and distress on Lily's face.

* * *

A/N: I'm so sorry this took me so long! This is just a bit of a filler, as it's mostly dialogue. However, I have few things planned ahead to keep your interest so stay tuned!

This story has received a massive spike of attention, and I'd like to thank you all for it! Don't be shy, I'd love to hear what you all think.


	10. Dreams

A/N: **warning: A bit graphic ahead. It's NOT a lemon, but if you're sensitive, skip the italics.**

* * *

_Only occupied by two people, the common room remained so eerily quiet that it drove Remus mad. When he tried to make small talk, Lily shushed him and commanded him to refocus on his studies. This irritated him even more and before long, he feigned exhaustion and asked to call it a night. Lily reluctantly agreed and began to put away her things._

_ Remus noticed her skirt seemed to be remarkably shorter than usual. It was something he couldn't push from his mind ever since he saw bend over to retrieve the quill she dropped, giving him a glimpse of her bum. Too enticed by what he was seeing, the thought didn't occur to him to look away when she rounded on him. A blush settled in her cheeks as she guessed what he had been staring at so intently. Quickly, she suggested they get to work._

_ Obviously Remus had difficulty paying attention since the blood drained from his head and settled elsewhere. It wasn't for lack of trying, but his thoughts seemed to escape him. He wondered how soft her skin would feel if he slid his hand up her thighs. Would she let him touch her? If she did, where would she make him stop? Remus ended up having to sit on his hands as the temptation became too great._

_ Now, as she got to her feet and began to neatly place her books in her bag, Remus found the golden opportunity to get another peek. He dropped to his knees and fumbled with the top of his shoes, pretending to tie his laces. Straining his neck, he wished she would bend over just a tad bit more, allowing him the viewing of her knickers. Instead, she quickly turned around, catching him in the act._

_ "What are you doing?" she said sharply._

_ Remus feigned innocence. "Trying my laces. Must've come undone."_

_ Lily's green eyes narrowed. "You don't have laces, Remus."_

_ Resisting the urge to snap his neck down and smash his face into the table at his stupidity, Remus slowly glanced down at this laceless, slip on dress shoes. Cursing himself, he shrugged, trying to play it off the best he could._

_ "Shows what you know," he said through a forced chuckle. "James made them invisible to make me look like an idiot."_

_ Lily did not look convinced. She folded her arms over her well-sized breasts and raised her eyebrow at him. "If I didn't know any better, I'd say you were trying to look up my skirt." _

_ Remus lowered his gaze to his nonexistent laces and stood up, brushing off his knees. "It's a good thing you know better then," he replied, hoping his smile didn't resemble the grimace he tried to cover up._

_ Lily kept her eyebrows raised and toyed with the end of her grey pleated skirt. "So if were to show you, you would look away?"_

_ Sensing a trap, Remus didn't answer. He narrowed his eyes, scanning her features for an underlying warning. Her lips twisted into a smirk, making Remus' stomach lurch. Letting his eyes wander, he noticed that she left her upper thigh exposed as she fumbled with the seam of her skirt. Against his own will, he forced his eyes to focus on the top of her head._

_ Lily step forward gracefully and twisted his tie around her slender finger. "You know," she whispered seductively. "I'd show you if you asked."_

_ Remus' mouth went dry as he let his jaw drop. Lily chuckled and playfully pushed him away. Feeling foolish, Remus recomposed himself and let a sly smile cross his lips._

_ "Well," he said smoothly. "How am I supposed to refuse an offer like that?"_

_ Lily shrugged, a smile spreading across her lips faster than she'd like to lead on. She leaned back against the table and resumed playing with her skirt until Remus could bare it no more._

_ "C'mon on then," he smirked. "Let's have a look."_

_ As if to test his patience, she slowly turned around with her back facing him, bending over the table that previously had their homework sprawled over it. Remus could hear his heart throbbing in his ears. It'd been a long time since he touched a girl, and he never got this far before. Though he believed he did fairly well in suppressing his wolf and man urges, at the moment he didn't even bother trying to ignore them. Lily ran both hands up her long legs and pulled her skirt up over her waist._

_ Remus yelped at the sight and attempted to create as much distance as he could from the demonic redhead in front of him, causing him to trip over various objects in his wake. Where a perfectly shaped bum barely hidden by lacy purple knickers should have been, James Potter's face appeared wearing a scowl._

Completely horrified, Remus woke with a sharp jolt. When the initial shock of trying to reason with a floating head attached to Lily's arse about his intentions passed, Remus swore loudly and covered his face with his pillow. He wished he had the full moon to blame for the alarmingly large number of inappropriate dreams he had of his only lady friend, but he knew they started occurring before his other symptoms did.

The dreams bothered Remus tremendously. Usually when he had an explicit dream about a classmate, it didn't matter. In most cases the girls that made their way into his unconscious thoughts weren't girls he talked to often, if at all. They also weren't the subject of his best friend's obsession. Each dream ended the same; James appeared out of thin air, his face twisted in disgust and hatred. Every time Remus resurfaced in reality, a giant pang of guilt attached itself to his brain like a tumor. Even though the conscious Remus didn't have feeling of lust for Lily, at least none that intense, he couldn't look James in the eye until several hours after the shame cleared his mind. He was even a bit disgusted with himself, pleading with his brain to give him a break. He couldn't handle much more of the torture. He even began to question if he really did have feelings for Lily.

The answer was most definitely, undoubtedly, absolutely _no_. Remus argued with himself, claiming that the reason for his graphic dreams were simply because of the strong bond he recently developed with his fellow Gryffindor. The solution was very simple and easy to execute. Remus decided he would put a little distance between himself and Lily and offer his mind some breathing room. Lily, however, seemed to sense his withdraw and proceeded to latch herself on to him like a leech, sometimes literally grasping his elbow as they walked the corridors to keep him from slinking away.

Halloween approached rapidly, much to Remus' disliking. He doubted he would be well enough to attend the annual Halloween feast, but he kept his fingers crossed anyway. He didn't believe that this month would be as horrible of a transformation, as he experienced a severe burst in energy rather than feeling drained and feeble. Highly energized and slightly sweaty, Remus dressed for the day and ate breakfast rather quickly. For some reason, the meal tasted like ash in his mouth and he had no desire to continue shoveling soot down his throat.

Remus spent most of Herbology trying to figure out a way to change James' mind of slipping Rory Shepards the hate potion that was currently brewing underneath the Quidditch Captains bed. Remus persuaded James to wait until after the match against Ravenclaw, for he didn't want one of his Beaters to be off their game at all. James agreed, but swore vengeance upon the unsuspecting Gryffindor.

Remus no longer believed Lily fancied him in the slightest. Her cheeks remained the same milky white color on the occasion she caught his eyes or he spoke to her. Rachel's unnecessary comments didn't cease, but neither Lily or Remus paid much attention to her.

With his hand deep inside a Snaragluff attempting to extract a pod, Remus thought it best if he distract James from his plan, or take it upon himself to embarrass the bloke in a way that met James' standards. Remus frowned, knowing he couldn't execute a plan like that on someone.

The day passed too slow for his liking. His attention was certainly divided during classes. He couldn't focus on his work to save his own life. So determined to ignore his responsibilities, Remus didn't even notice when he pulled his entire sweater vest apart by the end of the class period until Lily slapped his hand away from the single thread he managed to unravel his clothes with.

"For Merlin's sake, Remus!" she huffed. "What's the matter with you today?"

He hadn't completely processed his dream yet, so he didn't meet Lily's glare. In fact, the reason he began shredding his clothing was because he noticed that her skirt rose to reveal an incredible angle when she crossed her knee over the other. He quickly averted his eyes and discovered the pesky string that stuck out of place at the hem of his vest.

Staring at his desk, Remus shrugged. "I dunno. Think I've got a bit of pent up energy."

Actually, the idea of running outside in the chilly October afternoon didn't sound like a bad idea at all. When class dismissed for break, Remus sprinted down to the corridor and coaxed James, Sirius, and Peter into chasing him into the forest for a few minutes.

A few minutes turned into half an hour as the three Anamagi played around in the forest, deep enough to keep away from prying eyes. The three changed from human to their respective animal forms during a rough game of tag. Remus felt a familiar burning in his knees, knowing that this is what it must feel like when they were together in his wolf form. He enjoyed it more while he was human, though he wished he could change into a less dangerous creature at will, rather than what he truly was.

The idea to become Anamagi was absolutely ludicrous. Remus shot down the idea as soon as they presented their research to him. In the past century, there were only seven registered Anamagi in the country. Most wizards didn't bother with it as it called for extraordinary skill and dealt with extremely complex magic. When Remus tried to explain this to them, they ignored him. His answer didn't matter to them as they insisted they were going to try it anyway.

For three years the boys put as much time as they could spare into the project. Remus cringed as he watched them burrow their noses into books thicker than his own body. When it came time to attempt transformations, Sirius insisted that Remus not join them for the experiment because Remus sent himself into hysterics as the reality of the spell backfiring settled in. He never felt fear like that before, or since. It was well known that Sirius and James were bloody magnificent and blessed when it came to brains, no matter how lazy they were. Remus couldn't erase the doubt from his mind as he waited at the edge of the forest for them to emerge. What if the transformation didn't work? What if they were caught between a human and an animal, unable to shape-shift into either figure? Would they be able to be set right? How would he explain to Dumbledore how his three best friends just happened to find themselves in such a state? Would he be kicked out of the school for not stopping them or reporting them? For letting his Lycanthorpy be known? What what his parents say?

Remus didn't have much time to lose himself too his panic attack as a small garden rat came dashing to his side, circling Remus' feet. Annoyed, Remus wanted to kick it away, but hesitated as the rat transformed into a boy. Peter Pettigrew.

It seemed that the three years of research paid off tremendously. It didn't matter how often they transformed, the sensation and awe stayed strong in the four boys. Remus was nearly brought to tears when James pranced around as a glorious stag, and Sirius rolled around the mud as a giant bear-like dog. He couldn't believe that his friends went through so much because they couldn't stand the thought of Remus being alone when he didn't even have his mind to keep him company. He felt so incredibly loved, that he didn't even think before tackling them into a hug.

Many late night adventures ensued after that. Nearly a year after their accomplishment, running around the grounds and the village didn't get the slightest bit stale. It offered Remus a freedom he didn't think he would ever have. He knew Dumbledore would shit if he ever found out that Remus betrayed his trust in such a way, but before Remus could feel too guilty about it, the next late night rendezvous occurred, erasing the thought from his mind. He enjoyed the nights too much to let them go. They made him feel human when he wasn't.

Now, covered in dirt and laughing hysterically, the boys emerged from the forest.

"What brought that on, Moony?" Sirius panted, pulling a stray blade of grass from his hair.

Remus shrugged, dusting his muddy palms onto the leg of his trousers. "Needed a good run before I sit in the castle any longer."

James attempted to straighten his tie. "Wish you could be on the team. We could use that type of energy from our Beaters."

Peter cast a simple cleaning charm on his clothes, ridding them of any lingering mud. "I'd fear for the lives of the other teams' members, that's for sure."

When they approached the stairs leading to the Entrance Hall, Remus' smile faltered a bit. Lily stood in the archway with her arms crossed and a grin tugging at he corners of her lips.

"Have fun?" she said, attempting to sound snarky.

"Always, Evans," James winked. "You should join us sometime."

Lily shook her head in a polite decline, and informed the lot that she wished to speak to Remus alone.

Remus wiped his forehead with his wrist, rubbing the dirt on to his trousers. He was a bit put out at her sudden appearance. He enjoyed having her around, but as of late he wished for space until his hormones returned to normal after the moon passed. Now that he had his fill of exercise, he planned to shut himself in the common room with his three mates and rush through the essays he had been assigned before his monthly absence.

"What's up?" he asked, continuing his ascend up the stairs.

Lily followed behind him, dusting off the dirt from his back. Remus jumped about a foot when her hand slipped too low and passed by him bottom, but both ignored the occurrence as Lily quickly dropped her hands to her sides.

"I was hoping I would bump into you before dinner," she answered. "Did you see the announcement for the next Hogsmeade trip?"

Remus nodded. Even if he didn't read the poster in the common room, he would know anyway. The third years couldn't contain their excitement about visiting the village. Remus didn't blame them for going to Hogsmeade was always a good time.

Lily grabbed the ends of her hair and began to wrap her finger around the flaming locks. "I was just wanting to make sure that you were going? I can't imagine you passing up the chance to gawk at Rosmerta."

Remus sneered at her playfully. "I do not gawk at her. I simply admire her beauty, as you can understand."

Lily roller her eyes. "Anyway, are you going to admire her beauty or are you going to stay in the castle?"

Remus hadn't decided yet, seeing as it was too early to tell. The trip to Hogsmeade was the morning after Halloween and Remus was unsure how well he'd feel. If he was in good shape, he would certainly be traveling to the village to gawk at the curvy barmaid with his partners in crime. If, unfortunately, he was not up to it, Remus would spend the day resting.

"I haven't decided yet," he replied, waiting for the moving staircase to make its way back around to the platform. "but I'll probably end up going."

With her finger still twirling her hair, Lily smiled. "If you do end up coming, find me, won't you? I wouldn't mind another day like Diagon Alley."

Remus couldn't fight the smile as he remembered how much fun he had, though at the time he was too skeptical of the annoying ginger that accompanied him for the day. Determined to properly enjoy the day outside of the school, he agreed to seek her out for a Butterbeer.

"Am I gonna have to fight Romserta for your attention?" she teased.

"I promise my eyes will be all on you," he assured her, lightly tapping the end of her nose with his finger.

Her smile widened and she quickly glanced at her shoes. Did he really see a twinge of red beneath her freckled cheeks or was it a trick of light? He didn't have much time to relish in the thought as a figure hastily descended down the stairs.

"Hey, Lily!" Rory smiled, skipping down the steps toward them. "I've been looking for you everywhere!"

Remus' ear-to-ear grin quickly disappeared as the Gryffindor stood between him and Lily, obviously ignoring Remus' presence. He scooted around the inconsiderate sixth year and leaned against the railing of the stairs.

Lily's smile vanished as well as her face molded into concern."Looking for me?"

Rory nodded vigorously. "Yeah. Pettigrew told me you were studying at the top of the Astronomy Tower. I went up there and I didn't find you. Reckon he was just taking the piss, now that I think about it."

Remus stifled a snort, but it didn't go unnoticed as Lily stared daggers at him.

"Well, you found me!" Lily giggled awkwardly. "Is there something you need?"

Rory opened his mouth to reply, but seemed to think better of it as he swung his attention towards Remus. "Mind if I get a mo, mate?"

Remus scowled at his condescending manner and started to formulate a witty and sarcastic reply, but held his tongue when Lily nodded her head further up the stairs. Begrudgingly, he headed towards the second platform as slowly as possible. Channeling his enhanced hearing, he stayed in tune with the conversation.

"I've meant to talk to you alone, but Potter is taking up my free time with practices," he said smoothly. "I'm sorry it's such short notice, but I was wondering if you would join me on the trip to Hogsmeade?"

Remus felt his blood boil in the pit of his stomach. His neck twitch at the request and his top lip curled into an inaudible growl. He spun around on his heels hoping to witness Lily decline.

It was quite obvious that Lily wasn't expecting the offer. Her mouth fell open and her eyebrows were raised so high, they disappeared beneath her bangs. Remus had never seen her so dumbstruck before. He had half a mind to interrupt and answers for her.

Rory shrugged his narrow shoulders. "I'd like to get to know you, Lily Evans. What better way to do so than a nice November afternoon in the village?"

Remus watched in horror as the familiar blush crept up her neck and spread like wildfire over her face. "Oh," she gasped. "T-that's very kind of you, Rory...I'm sure it would be lovely. But, the thing is, uhm..it's not that I wouldn't like to, I just-"

Losing his patience, Remus stomped down the stairs towards the pair. Rory seemed annoyed by his reappearance and looked downright livid when Remus smiled venomously.

"Sorry, Shepards," Remus said, feigning sincerity. "I asked Lily this morning to accompany me on the trip."

Rory's lip twitched dangerously. He looked from Remus, to Lily, who looked apologetic at the red-faced Gryffindor Beater. Calming his nerves, Rory attempted a smile, only succeeding in grimacing.

"Maybe next visit, Lily," he said. He fled the scene, taking Remus' anger with him as a new feeling of triumph settled in his bones. However, as soon as Rory turned the corner and Remus no longer suppressed his smirk, Lily began to punch his chest in fury.

"Do you see what you've done!" she shouted between her surprisingly stinging punches. "It's your fault he came and asked me!"

Remus grabbed a hold of her thin wrists, only to be kicked in the shins. "Will you calm down? I apologized for that weeks ago!"

Lily stopped attacking Remus and looked up at him from beneath her hair, which now sprawled across her face like a red veil.

"I know I forgave you," she spat. "I'm sure he only asked because he heard that I fancy him. Which I don't! Oh, Merlin, how am I going to tell Rachel I turned down Rory Shepards? She'll have my head!"

Remus let go of her hands and watched an\s she combed her hair with her fingers, revealing her beautiful, frowning face. He suggested she not mention the incident at all to Rachel, but he was met with a scoff.

"You obviously don't understand girls or Hogwarts," she said. "I tell her everything, including how I'm supposedly spending the day with you in Hogsmeade. She'd be devastated if she heard it elsewhere."

Remus' stomach lurched. He hadn't thought about telling James this. Sharing a Butterbeer with his friend was nothing, but going with a specific person was something else entirely. Remus and Lily both knew they were not forced to spend the day in each other's company for every moment of the trip. However, Remus now had to break the news to James that he might hear rumors about how he asked to escort Lily to the village. Even thinking of the discussion made his stomach turn.

Nonetheless, he tried to lighten their spirits. "Well," he sighed. "Maybe he'll get the idea that you don't fancy him if he thinks you're going with me?"

Lily looked at him with a furrowed brow. "When I told Michael Crenshaw in Diagon Alley I arrived with you and held your hand, you nearly lost your mind babbling about sending the wrong message," she recalled. "Why is it suddenly okay?"

Remus frowned and turned his gaze to the portrait of the Victorian Healers beside him. She wasn't right and he knew it. The guilt he felt over the past month about his graphic dreams, the confusion about how platonic their friendship was, the constant worrying over how James would react to his actions. Surely James would understand why he intervened? It had to be a comforting thought to his friend that it was him going to Hogsmeade with Lily and not Rory, the subject of the Hate potion under his bed?

With a sigh, Remus turned back to Lily. "Like you said, it is my fault he asked you."

The repression of an exaggerated eye roll was an obvious struggle in Lily and she put her palm to her forehead. "I want you to take me to Hogsmeade because you want to, not because you think you've got to make it up to me."

Remus pulled her wrist from her face and slapped himself across the face with her limp hand.

"There," he chuckled. "I made it up to you. Now, will you spend some time with me in Hogsmeade like we already agreed to before this incredibly awkward situation took place?"

Lily shook her head, attempting to hide her giggles. "I suppose I will," she smiled.

* * *

A/N: And there we are! Finally, getting this train moving a bit!

I've had a horrid feeling that my writing has gone a bit downhill since the start of this story. I'm hoping I'm wrong, but if you all agree, I think I'll be putting som extra, extra care into editing. I don't want to disappoint anyone.


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